A Good Man
by spottedquoll
Summary: In an effort to help Loki reconnect with his good side, the Doctor turns him into a human (Family of Blood style) & places the unassuming man in 2014 London. What could possibly go wrong? Set post Dark World, but not really a critical plot point. Also includes flashbacks to Loki/Doctor friendship. Rated K for a tiny bit of mild violence & coarse language
1. Prologue

**A Good Man**

* * *

_**Disclaimer:**__ I do not own Thor, the Avengers or anything else Marvel. I do not own Doctor Who, and I don't own Game of Thrones (minor references so I thought I had better mention that)._

_Welcome one and all to my first ever fanfic! Be gentle with your reviews, comments are always welcome but no flames, please? _

_Prologue and first three chapters are uploaded with more soon to follow. Hope you enjoy it! _

* * *

**Prologue **

Loki looked down at the binds around his wrists. He didn't struggle. He knew he wouldn't be able to free himself from these chains, not this time. Instead he looked up at his captor and grinned "well then. What do you plan to do with me? Back to Asgard and prison I suppose?"

His captor, a grey haired man dressed in a black suit sighed "no. There's every chance you'll convince your brother to free you or you'll just escape on your own and I really can't have that".

Loki's smile briefly wavered, he had not expected this. "Are you to be my executioner? Doctor?"

The Doctor studied his prisoner.

"No Loki. You see I have the tinniest glimmer of hope that there's still a good man inside you, somewhere" he took a deep breath "and I intend to help you find him".

'Hah! He really can be a sentimental old fool' thought Loki. "Surely you're not going to free me?"

"In a way" the Time Lord responded and turned to the TARDIS console. He picked up a small object and turned it over in his hands, "I am going to do the cruellest thing imaginable to you... and also perhaps, the kindest".

He walked over to the Loki, "I'm afraid this is going to hurt. A lot".


	2. Coffee

**Coffee**

"_A man is only the sum of his memories you know" – The Doctor_

The population of Earth included 7 billion humans at last count. 7 billion souls, both uniform and unique. Some carried the weight of the world on their shoulders, some felt the world owed them greatness and glory, and some who were content to play the small role they had been given in the grand play known as life. As the play went on, one such man entered the stage...

"And then there's pain, unimaginable pain. Every part of me burns and I feel as though my bones are going to explode and then-" the young man paused for dramatic effect causing his companion, a young woman, to stop stirring her coffee and look up at him "-I wake up".

Alex sighed and ran his fingers through his hair. "It's been happening for months now" he murmured picking up his coffee and taking a sip, "the same dream. Well, nightmare I suppose".

The young woman studied her friend's earnest face for a long time. Alex was a quiet, unassuming and sensible young man, although, his appearance did not overwhelmingly suggest this. With his long black hair, dark jeans and grey shirt, he looked more like a hipster musician than a clerk for an insurance company.

The young woman finally spoke. "Perhaps you're working too hard Alex?"

Alex frowned at her over the rim of his coffee cup; disappointment flickered in his green-blue eyes "really? Nell that is probably the most cliché response you could possibly have given me".

Eleanor 'Nell' Bennet was a slight woman with dark blue eyes that were sharp and intelligent, and long blonde hair that fell in gentle waves around her shoulders. She had a pretty, impassive face that reminded Alex of a china doll, although he knew she was certainly not as fragile.

Nell shrugged, clearly bored with the conversation. "Well I'm not a psychologist am I?" she gave him a sympathetic look "sorry mate, I can't tell you what it means. Frankly, I don't think dreams mean anything".

Alex examined his coffee cup carefully as though it were a priceless artefact. "Carl Jung said that the dream arises from a part of the mind unknown to us, but none the less important" he mused.

"Who?"

"Carl Jung" Alex explained, "founder of Analytical Psychology".

"Right so you're a student of Psychology now are you?" Nell laughed, "Since when have you been studying Carl Jung?"

"I just needed something else to read other than insurance reports" Alex smiled wryly, "you've no idea how mind numbingly boring my job is".

"I work for the government Alex; I have a pretty good idea".

Alex laughed softly and smiled his most charming smile, causing the waitress serving the table next to them to spill coffee in a customer's lap.

Alex didn't notice the commotion at all, which made Nell smile inwardly. Alex never noticed the effect he had on some people. Even Nell's 85 year old neighbour Dotty tried to flirt with him. It would have only been a tad embarrassing except for the fact that Alex had mistaken the flirtation for grandmotherly affection. Nell had had to rescue Alex from Dotty's invitation of lunch and explain that 'come in and take your shirt off' was not just a colourful slang expression that Alex hadn't heard before.

Suddenly the sound of Beethoven filled the air. Nell looked at the caller ID on her phone and groaned "speaking of work, looks like I'm being summoned".

"That's alright" Alex said rising from his chair, "I should be getting home anyway. I promised Mrs. Astor I'd watch her son this evening".

"OK, are we still on for the cinema next week?" Nell said finishing the dregs of her coffee, "the new Superman film is showing".

"Urgh, anything but that" Alex picked up his coat with a shudder, "something about superheroes just rubs me the wrong way".

Nell laughed "OK, some depressing independent film it is. And don't forget that 'Game of Thrones' is on tomorrow night if you want to come over and watch it". She pecked him on the cheek and walked out of the coffee shop with a friendly wave.

Alex waved back and then gingerly brought his fingers where she had kissed his cheek, secretly wishing it had been his lips instead. With a sigh he shrugged his coat on and stepped out into the streets of London, wondering if he'd ever have the courage to tell her how he really felt.

* * *

_Far away on Asgard..._

"Can you see him anywhere?" Thor asked desperately, even though it was the third time he had asked the question and he already knew the answer.

"No" Heimdall responded patiently, "not in any of the realms. If Loki is alive, he's shielded from my sight".

Thor gripped Mjolnir tightly "what could he be planning this time? I must find him. Where did you see him last? Who was he with?"

"He was in Midgard" Heimdall responded, "with the rogue Time Lord. The one who calls himself 'Doctor'".

Thor looked out to the cosmos grimly "then I must find the Doctor".


	3. Magic

**Magic**

It was already dusk by the time Alex reached the block of flats in London where he lived. He raced up the stairs and nearly tripped over the caretaker who was repairing something on the landing.

"Sorry!" Alex called out as he continued down the hall.

"That's quite alright Mr. Green" the caretaker murmured to himself. Then he picked up the tools he had been pretending to use and headed back down to his work room.

Alex walked into his flat. It was what someone who was being delicate would call 'cosy'. The living room and kitchen were one room, two doors on the right hand side of the room led to a small bedroom and an even smaller bathroom/laundry. The flat was neat and tidy apart from the many books sitting piled around the living room. Alex tended to find television dull and read often to keep his mind occupied.

There were several recently purchased volumes of psychology and sociology stacked in the small bookshelf against the far wall, while books about history were piled up on the coffee table (he kept telling himself that one day he would buy a bigger bookshelf). There were novels scatted here and there but Alex tended to read little fiction, and if he did it mostly predated the 20th century. A copy of Shakespeare's collected works lay on the dining table open halfway through 'Henry V', but the Dan Brown books Nell had suggested he read were currently being used to prop up the wobbly nightstand in his room.

Alex had barely taken off his coat when the front door opened and his neighbour, 10 year old Danny Astor, came running in and jumped on the sofa. "Hi Alex" he said absently as he grabbed the dusty remote and turned the television on.

Danny was small boy for his age with sandy coloured hair and big hazel eyes. The boy had taken a liking to Alex ever since he had moved into the building and often came wandering into Alex's flat without invitation if the door had been left unlocked.

Alex didn't particularly mind, and had never discouraged Danny. He didn't know many people in London so he was glad for the company. Alex also had the suspicion that Danny was rather lonely himself. The boy lived alone with his mother and Alex never saw him playing with any of the other children who hung around the area.

Mrs. Astor, a weary looking woman of forty, appeared at Alex's door. Her cheeks were flushed with embarrassment. "Daniel! You do not go barging in to people's homes like that. Knock first!" Mrs. Astor scolded him from the doorway, "Apologise to Mr. Green".

Alex waved his hand dismissively "it's fine, really".

Mrs. Astor smiled gratefully at Alex "thank you for doing this" she said gratefully, "he's had his dinner but don't give him any sweets. I should be home around 10".

Mrs Astor waved her finger in her son's direction "you be good!" and she shut the door.

Alex simply shook his head and hung his coat on the coat rack. He didn't think Danny could get into trouble if he tried.

Alex wandered over to the sofa and sat down, "what are we watching?" he asked the boy.

"It's a movie about aliens invading Earth" Danny said, "it's pretty cool".

Alex stared at the program as though it were an affront to nature.

"Cool? I don't think so. It's rubbish. The alien invaders always do the most ridiculous things in these kinds of films" he muttered gesturing to the television, "I mean, look at that will you? What kind of idiot invades a major city?"

"Didn't you see what happened in London last year?" Danny asked, "I heard that was aliens, but then they said on the news it was Derren Brown".

"The illusionist?" Alex asked, "you know, I've always liked him".

After about five minutes, Alex could stand no more of the movie and went to read his book at the dining table, still muttering about what he would do differently if he were invading the earth.

Eventually the movie finished. Danny slid off the sofa and wandered over to where his babysitter was reading "Alex?" Will you do one of your magic tricks? Please?"

Closing the book, Alex looked up at the boy and smiled. Alex had a knack for sleight of hand and other tricks which greatly entertained his young guest. "Well since you said 'please'", Alex reached behind Danny's ear revealing a penny in his hand.

"Oh a penny" Danny said a little disappointed, "thanks".

Alex placed the penny in Danny's palm. Danny felt something like paper crinkle in his hand and looked down to see that the penny had turned into a 5 pound note.

He gasped "can you teach me how to do that?"

"Oh a good magician never reveals his secrets" Alex grinned, and then his smile faded as he noticed something else below Danny's ear. A dark bluish bruise as though someone had struck him there.

Alex pointed at the blue bruise with a concerned frown, "Where did you get that Danny?"

Danny rubbed his ear sheepishly "at school. Martin and his mates pick on me coz I'm small".

Alex nodded sympathetically "it's hard being small, always in the shadow of others who are bigger and stronger than you. The key is to outmatch what they have in strength with your intellect", he looked at Danny's confused face, "I mean you need to be able to trick and outsmart your bullies".

Danny pulled out a chair and sat down "how can I outsmart them?"

"Learn what their weaknesses are and use it against them" Alex said darkly. He gave a start, surprised at the sinister advice he had just given. Where had that come from?

"Actually maybe you should just tell your teacher and your mother" he added quickly, "they might be able to help".

Danny looked at Alex quizzically "did you get bullied when you were a kid too?"

"Well I-" Alex frowned and suddenly became very quiet, an odd faraway look came into his eyes "actually I don't really remember".

Alex sat still and silent as though in a trance. After about 30 seconds Danny waved his hand in front of Alex's face "Alex?"

"Hmm?" Alex blinked and the world came back into focus, "sorry Danny, I must have spaced out for a moment there".

"Please don't tell my Mum about me getting bullied" the boy implored, "I can handle it on my own, really".

Alex looked troubled, "I really should tell your mother Danny, it's irresponsible if I don't".

"Please Alex?" Danny pleaded, "if my Mum knows it'll only make worse".

Alex frowned. He knew he should tell Danny's mother, it wasn't his place to keep it secret from her. On the other hand, if he did tell Mrs. Astor he would likely lose Danny's trust and then Danny might keep any further trouble from him as well.

"Alright" Alex said resignedly, "but if those boys hurt you again, you let me know. Deal?"

"Deal" Danny agreed, and then he looked at Alex hopefully, "will you show me some more magic?"

"I think I've shown you all the tricks I know" Alex laughed, "I'm afraid I can't turn your bullies into frogs or anything like that".

"Oh" Danny said sullenly looking down at his feet, "it's all just tricks anyway. There's no such thing as _real_ magic".

Alex smiled at the boy "Danny, if I can do real magic one day I promise that I will show you".

The rest of the night passed without incident. Mrs Astor came to collect Danny, and there was a brief argument where Alex refused to accept payment for babysitting. Eventually Mrs. Astor conceded defeat.

Alex went to bed and lay awake listening to the rain fall against the window pane of his bedroom. Far away across the stars there was a man that Alex could not remember. He chased another man that Alex only ever saw in his nightmares. Alex drifted into oblivion and was asleep.


	4. Adventure

**Adventure**

_A long time ago..._

High in the mountain plains of Asgard several children ran laughing along a mountain path. A golden haired boy led the pack, with the others close at his heels. A smaller raven haired child ran along behind the other children, struggling to keep up. "Wait for me!" he called out, "I want to see the Bilgesnipe stampeding too!"

The golden haired boy at the front of the pack stopped and turned around "go back to the palace Loki. You are too small, you could get hurt".

"I won't get hurt" Loki said sulkily, "I'm just as strong and brave as you Thor".

One of Thor's friends laughed, "You could never be a strong and as brave as Thor. Go home and practice your silly magic tricks".

Thor shot his friend a disapproving look but said nothing. Loki stared at Thor with a hurt expression, his older brother rarely stood up for him in front of the other children.

"Go back to our Mother, Loki" Thor said quietly, "perhaps you can come along next time".

Loki bit his lip as he watched Thor and the others run away. It wasn't fair! He _was _strong and he _was _brave, he knew it! But people only ever saw Thor's strengths never Loki's, he was always in Thor's shadow.

In his own private rebellion against his brother, Loki obstinately took off in the opposite direction of the palace and wandered deeper into the mountains. He would find an adventure of his own.

Presently he wandered down into a gorge where a waterfall roared, dumping water into a pristine mountain lake. The lake glistened and sparkled in the bright sun and Loki gave a small awed gasp, right now there was no more beautiful place in the universe.

Loki sat crossed legged by the water's edge and let the mist from the waterfall cool his flushed cheeks. He closed his eyes and listened to the roar of the water. It was an odd sound actually; it almost seemed to be more of a whirring and groaning than a roaring.

Loki opened his eyes, realising that the sound wasn't the waterfall and was in fact, coming from behind him. He turned to see a big blue box with 'Police' written on it fading in and out of view in the clearing. Finally with a large thud, the box became solid. The door opened and a gangly man in a brown pinstripe suit stepped out "ah! Beautiful!" he exclaimed. He disappeared inside the box and reappeared again with a picnic basket, thermos and a folding chair (not that Loki had seen these objects before).

The man had just sat down and opened the thermos when he spotted Loki standing nearby with his mouth hanging open. "Hello! Cup of tea?" the man smiled at Loki, "careful, you'll catch flies with your mouth hanging open like that. Where am I by the way?"

"Uh...Asgard" Loki finally found his tongue.

"Oh I'm on Asgard? Lovely" the man nodded, "although I suppose I shouldn't hang around for too long. That old grump Odin and I don't really get along; we had a bit of a disagreement a few centuries ago and he banished me".

"_King_ Odin is my father" Loki said stiffly, "I am his second born, Loki".

"Hello Loki" the man smiled seemingly unfazed that he had just insulted Odin in front of one of his sons, "I'm the Doctor".

"Are you an Asgardian?" Loki asked.

"No I'm a Time Lord from Gallifrey" the Doctor replied offering the boy a cup of tea, "much more impressive".

"You should not be here if Father has banished you" Loki said reproachfully, but he took the cup nonetheless.

The Doctor shrugged, "I get banished from lots of places. Besides, _you_ shouldn't be out here all by yourself either".

"Are you a criminal?" Loki asked in a slightly awed tone.

"Weeellll" the Doctor stretched out the word and then paused, "that depends on who you ask I suppose. The universe isn't black and white you know. Well, except for the third moon of Anker, everything there_ is_ black and white – no colours at all, it gives me a headache really.

"You talk a lot" Loki observed.

"Yeah I'm a real chatterbox in this regeneration" the Doctor said, "but I think its endearing don't you?"

"Are you _really_ a Time Lord?" Loki inquired, "Father said that they're all gone".

The Doctor looked at him sadly, "yes they're all gone. Except for me, I'm the last one".

"Oh" Loki said softly with sympathy "I'm sorry". He thought about how terrible it must be to be on your own like that and resolved to give his Mother a long hug when he returned home.

The Doctor squeezed Loki's shoulder gently and gave him a grateful smile. Then he gestured for Loki to sit down and handed him a sandwich.

As they ate, the Doctor told Loki all kinds of wonderful stories about his travels. Loki was enthralled. His father had told him incredible stories too but they were about wars and victories, the Doctor's stories were all about adventure and mischief and lots of running which seemed brilliant.

"So you just keep on travelling?" Loki asked, "you don't have a home?"

"I have the TARDIS" the Doctor said slapping the side of the blue box, "the old girl is all the home I need".

Loki thought for a moment and then said "you can stay here if you want to. I won't tell Father you're here, I promise".

"No, no" the Doctor responded, packing up his picnic "I really should be going, I'm supposed to be taking Queen Elizabeth I on a date".

Loki hung his head and nodded sullenly, "goodbye then Doctor. It was nice to meet you".

The Doctor paused and looked at the dejected young prince "tell you what? Why don't I come and visit you again? I'll even take you on a quick little trip in my TARDIS".

Loki opened his eyes wide "really? I would like that very much".

The Doctor smiled "OK it's a deal"; he fished about in his pocket and produced a small paper bag and tossed it to Loki, "here's something in case you get hungry on your way back to the palace".

The Doctor waved and closed the TARDIS door, Loki watched as the box whirred and groaned and disappeared in a swirl of wind.

Loki stared that the spot where the TARDIS had been and then opened the paper bag the Doctor had given him. He looked at its contents with interest. They were brightly coloured, gelatinous blobs shaped like people. Tentatively he popped one in his mouth and then shoved paper bag in his pocket. He didn't know what they what called but they tasted pretty good.

"Wow. That was better than Bilgesnipes any day".

* * *

_So what do you think so far? Please read and review :-)_


	5. Flour

_Hi all, sorry for the delay. I've been struggling with the document uploader. _

_Thank you all for your reviews, I'm glad you're enjoying it :-) _

_Apologies about the grammar and spelling issues - frankly I blame society, but I will endeavour to spell check the chapters more carefully._

_Another two chapters here for you. Enjoy!_

* * *

"Aaaahh!" Loki screamed as the pain ripped through him. He could feel the power of his strong god-like body draining away.

He glared at the Doctor with unbridled rage and hatred "this is not finished" he hissed through gritted teeth, "I will make you suffer. I will hunt down every one of your little human pets and eviscerate them! Then I'll turn your precious Gallifrey to ash! You'll beg me for death when I'm done with you!"

Loki spat out the last sentence and he began to thrash about in his restraints. The pain was unbearable. He knew he would lose consciousness soon.

"Perhaps" said the Doctor impassively, "but I'm hoping you'll change your mind about that. I'm hoping that you're a good man".

"I am not a man, I am a God!" Loki screamed, "I am Loki! I- I am..."

* * *

"Gah!" Alex sat bolt upright in bed gasping. It took him a few moments to register where he was. He held his face in his trembling hands and took several deep breaths. "You're OK. You're at home, in your own bed. You're safe" he told himself, "it was just a nightmare. It wasn't real".

Alex lay back in his bed for a moment and stared at the ceiling. Would he ever have a peaceful night's sleep? He debated visiting the Medical Centre and getting some sleeping pills prescribed but he didn't like the idea of not being able to wake himself up. Besides, he hated doctors.

Alex looked at the time on his bedside clock, the alarm had failed to go off and he was late for work. "Damn". With a groan he rolled out of bed and began to get ready for work. "Another day of monotony" Alex murmured, "at least today is Friday". Within half an hour he was dressed an out of the door.

Alex jogged briskly down the stairs and through the building foyer where the caretaker was on a ladder fiddling with a light fitting. "Good morning Mr. Green" the caretaker called out. "Good morning" Alex replied as he dashed out the front door and then froze on the threshold as a memory stirred.

The caretaker – he was sure he had seen that face before somewhere. Alex turned around to look but the man had already climbed down from his ladder and disappeared.

"Huh" Alex frowned as he placed the man's face in his mind, "very curious".

* * *

"Don't you think it's curious?"

"Hmm?" Nell's gaze was fixed on the television screen and she was only half paying attention to Alex.

"The caretaker in my building" Alex repeated himself, "I'm almost certain that he's the man in my nightmare. Don't you think that's strange?"

The two friends were sitting on the sofa in Nell's flat, watching television. Well, Nell was watching television, Alex was trying to make conversation.

"It's not that strange" Nell said turning her attention to Alex, "you dream about people you know all the time. Last night I dreamt that my neighbour Dotty was a White Walker and she had broken into my flat. She was trying to drain my life force or something. In my dream, I grabbed a rock and hit her with it – when I woke up, I realised I had thrown my lamp across the room and broken it. Very unnerving".

"Ah but you're dreaming about 'white walkers' because you're obsessed with this show" Alex gestured to the television screen where 'Game of Thrones' was playing.

"You're hooked on it too" Nell said evenly, "don't pretend you're not".

"I'm just watching it because everyone else is" Alex replied, "I hardly think I'm- Ahh! Oh! They just killed off-"

"I know!" Nell gasped.

"Oh I really liked that character" Alex sighed disappointedly, he looked at Nell's smug expression "shut up".

Nell returned her gaze to the television screen; the credits were beginning to roll. "All that fuss over a throne" she mused "Who would ever want to be a king?"

"Men have always fought over kingdoms" Alex said with a shrug, "and I'm sure there are those who always will".

"I don't think I could ever be a ruler" Nell shook her head, "I wouldn't want to make decisions for a whole population".

She turned to Alex with an inquisitive gaze "what about you?"

"Would I want to be a King?" Alex said thoughtfully, "No. I wouldn't".

"You wouldn't want the responsibility either?"

"No it's not that" Alex said, "I wouldn't want the restriction. A King would always have to be there for his people, his life would never be his own. I don't want that, I want my freedom. I want to be able to come and go as I wish, and disappear forever into the horizon if I please".

"That's very poetic" Nell said.

"And just a tad selfish I suppose" Alex smiled sheepishly.

Nell grinned "Everyone's a little bit selfish, at least you admit to it. I think it's time for a cup of tea".

"I'll make it" Alex said rising from his chair, "provided I can find my way through your mess of a kitchen".

Nell's apartment wasn't dirty, but it was untidy. Things were stored in odd places and random junk was scattered everywhere. The kitchen pantry was a dangerous affair as Nell hadn't stacked it properly. Alex opened the pantry door to get the tea bags and gave an annoyed groan as an open bag fell forward from the top shelf and flour rained down on his head.

Nell looked at her friend who now resembled someone who hadn't put much effort into a ghost costume for Halloween. She gave an embarrassed laugh, "sorry, have a look in the bedroom cupboard. There should be some towels at least to help you get off some of the flour".

Alex grunted walked into Nell's bedroom while Nell retrieved a dustpan and brush to clean up the kitchen.

Alex dusted some of the flour off his shoulders and took a towel out of the cupboard.

As he tried to rub some of the flour off his clothes he looked at the objects on the nightstand while he tried to make himself presentable again. There was a photograph of three women. Nell stood smiling between a woman with short blonde hair and a brown haired girl with glasses.

Alex felt a small pang of sadness. He knew the girl with glasses; she had been a close friend of Nell's and had passed away not long ago. It had hit Nell very hard, and he could remember several nights of heavy drinking followed as she tried to drown her grief. She was doing better now, and she had told Alex several times that she never would have gotten through it without his support.

Alex picked up an empty take away coffee cup that was sitting on the nightstand next to the photograph, "Nell you have to throw these things out" he called out to her. He frowned, turning the cup round in his hand he realised something was written on it, "oh. Someone's phone number is written on this".

"Yeah the barista who works at the café where I get my morning coffee" Nell said as she walked into the bedroom, "he's been flirting with me for a while and he gave me his phone number yesterday. I haven't called him yet".

"Are you going to?" Alex said trying to sound indifferent.

Nell shrugged, "I don't know, I might. But I'm not sure a relationship is the best thing for me right now".

"But you like him?" Alex teased, "You haven't thrown out the cup, so you must be considering it". He hoped that Nell didn't pick up the jealously in his voice.

She didn't seem to. "It's not like I'm picking out wedding dresses but yeah I guess I like him".

"Then" Alex said slowly, "you should call him. You might regret it if you don't".

Nell sighed, still not entirely convinced "yeah maybe". She looked at Alex with a thankful smile, "you're a good friend. You know that right?"

"Just as long as you know it too" Alex grinned back, "well it's getting quite late. I should get going".

He hugged his friend, deliberating leaving floury handprints on the back of her shirt (because you had to really) and left her flat with a friendly wave.

As Alex walked down the hall, a door flew open and Nell's neighbour Dotty poked her head out.

"Hello Alexander, oh dear what's happened to you?"

Alex gave her a tired smile, "I had a run in with a bag of flour".

"Oh you poor darling" Dotty smiled showing her false teeth, "why don't you come in here for a cup of tea and a hot bath?"

Alex smiled again, ignoring the odd request "sorry Dotty, I need to be getting home. Perhaps some other time".

Still smiling, Alex continued down the hall.

Dotty gave a shrug "oh well, can't catch them all. Something about him doesn't smell quite right anyway" and she closed her front door.

The smile stayed on Alex's face until he reached the main street. Standing next to a bus shelter his smile morphed into a sorrowful frown. Nell liked someone else.

Alex cursed himself. It was his own fault. He'd never told her of his feelings; he was too much of a coward for that. And now it was too late.

With an aggrieved cry Alex thumped the wall of the bus shelter with his fist.

* * *

WHOMP!

Mjolnir bounced off the surface of the TARDIS and flew back into Thor's hand. "Careful" the Doctor murmured leaning in its door frame, "you'll scratch the paintwork" (silently he thanked himself for putting the shields up).

"Where is my brother?" Thor demanded, "where is Loki?"

When Thor had tracked down the Doctor and discovered that Loki was not with him, a familiar sense of dread had come over him. Was his brother dead? Or was he about to do something unspeakable?

"Relax, he's fine" the Doctor responded "he's out of harm's way, and where he can't harm anyone himself".

"Do not talk in riddles!" Thor roared, "Answer my question! What have you done with him? Heimdall cannot see him. Not in any of the realms."

"Oh I've shielded him for your sight of course" replied the Doctor examining his fingernails, "do you think I want your lot getting involved? It's all war, explosions and collateral damage with you people. So barbaric. This is a lot less messy".

Thor bristled, he was getting nowhere with his questions. "My brother-" he began.

"Your brother" the Doctor interrupted, "was getting out of control. I think he was going a bit mad, I needed to intervene".

"I know that our people have never been great friends Doctor" Thor said as patiently as possible, "and also I know that my brother has been a favourite of yours in the past. I see that you wish to protect him, from himself as well as others".

The Doctor frowned and waited for Thor to continue.

"But you claim to be a good man, so I ask you now to return Loki to me and to Asgard" Thor bowed looked at the Doctor.

The Doctor matched Thor's determined stare. "No" he said finally. Then he walked back into the TARDIS closing the door behind him.

"Loki has many crimes to answer for!" Thor called out.

The Doctor walked over to the console and placed a hand gently over a transparent box that held a silver pocket watch inside.

"So have I" the Doctor said quietly, "more than I care to admit".


	6. Ashes

**Ashes**

_A long time ago in the TARDIS..._

"Don't touch that!"

Loki looked at the Doctor, his adolescent face a picture of innocence. "But you said I could drive".

The Doctor waggled his finger at the teenager "I said I would teach you. Don't pull levers when you don't know what they do. Even I don't know what that one does".

"It's the handbrake" Loki said with a smug grin.

"Is it?" the Doctor straightened his bow tie, "well who needs one of those anyway?"

Loki surveyed his friend, it had been some time since the Time Lord's latest regeneration and but he still had some reservations about the Doctor's image. "You don't think the bow tie is a bit much do you?"

"No I don't. Bow ties are cool" the Doctor retorted, "and I'll thank you not to shape shift me back into my old form anymore, it gives me the willies".

Loki gave the Doctor a cheeky grin, with a shimmer of green the young Asgardian's form transformed into that of the Doctor's previous regeneration. He looked at the Doctor's exasperated glower "what? You said I couldn't change _your_ form".

"Stop mucking around. Remember what happened at the Roman Forum" the Doctor warned.

"I just made you look like one of the Romans" Loki said returning to his normal form.

"You made me look like Julius Caesar" the Doctor said indignantly.

Loki laughed "yes that was pretty funny".

"Pretty funny? Pretty funny?!" the Doctor said incredulously, ""I nearly got stabbed!".

Loki smiled, "well you weren't complaining about looking like Caesar when 'Cleo' showed up".

The Doctor's cheeks flushed "yes well, that's a complicated relationship. Very, very complicated".

He waggled a finger at Loki again "but you are far too mischievous for your own good. Now come on, let's see if you can land the TARDIS safely in your bedroom".

* * *

The TARDIS whirred and groaned, becoming solid with a large thud in Loki's quarters.

"Not bad, not bad" the Doctor said opening the front door, "a lot better than the time you landed us upside down in that Jurassic swamp – oh"

Loki peered over the Doctor's shoulder to see what had made the Doctor gasp and he gave a nervous gulp. There in the middle of the room stood Odin and Frigga.

Frigga had her hands clasped together and a look of pity on her face, but Odin wore a look of quiet rage.

The Doctor looked at the rulers of Asgard and whispered to Loki "I believe we are, as they say on Earth, busted".

"Frigga, take Loki away from here please" Odin said quietly, "I would speak with the Doctor".

Loki pushed the Doctor out of the way and stood resolutely between him and Odin, "Father, please. This is my doing, I invited the Doctor here".

Odin held up his hand and cut Loki off with a sharp growl, "you and I will discuss this later. Leave".

Frigga moved towards her son and placed his hands on his shoulders "come away Loki. It will be all right".

Loki looked anxiously at the Doctor who gave him a curt nod, "don't worry about me. Your father and I are just going to have a little chat".

The Doctor watched Frigga lead Loki away, she turned her head briefly and gave him a sympathetic smile as they disappeared out of the room.

The Doctor turned back to Odin, a defiant expression on his face.

"You have been banished from this place" Odin said warningly.

"Several times if I recall correctly" the Doctor replied, "but you know I've never been one to follow orders".

"It is not enough for you to break the laws I enforce?" Odin questioned the Doctor, "you must take my son and corrupt him as well?"

"Corrupt him?" the Doctor said, "who says I've been corrupting him? I have been showing him the Universe. Showing him a life different to the one he has here, that's all".

"The life of a nomad, who brings with him chaos and leaves death and destruction in his wake" Odin said coldly, "that is what you have shown him?"

"That's a bit rich coming from a war monger such as you" the Doctor said hotly.

"You do not have the burden of a throne and the responsibility that comes with it" Odin replied, "do not presume because I have waged war that I enjoy it".

The Doctor said nothing. Instead he placed his hands in his pockets and paced up and down the room, Odin watched him.

"You are forbidden from returning to Asgard Doctor, and you are forbidden from seeing Loki again".

The Doctor stopped pacing and glared at Odin. "You're making a mistake. Loki is an incredible boy, he is very clever and extraordinarily gifted, but he is also lonely and bitter. He needs a friend".

"He does not need you!" Odin said sharply.

"Loki thinks he should be a King" the Doctor pointed at Odin, "you've drummed the idea into his head since he was a child! And the older he grows, the more he sees that throne slipping from his grasp and being handed to Thor! What do you think that's doing to him? He needs to be shown that there is more to life before its too late. Before his jealously and ambition begin to rot his soul".

"Do not tell me what Loki needs" Odin snapped, "he is my son".

"Well since we're on the subject, is he?!" the Doctor thundered, "is he really your son?"

Odin flinched as though the Doctor had struck him in the face. The Doctor took a step back; he knew he had gone too far.

"Odin" the Doctor said quietly, "you must tell him. It won't be easy, but it will be worse if he finds out on his own".

"Leave now" Odin said tersely, "if you return to Asgard you will be killed on sight, along with any of your remaining regenerations".

The Doctor raised his hands in a pleading gesture "don't do this. I fear what Loki may become without my guidance".

"Whatever Loki may grow to be, it is neither your concern nor your responsibility" Odin's tone was still sharp, "now leave, before I kill you where you stand".

* * *

"Will Father hurt him?" Loki stood at the window in his mother's room with his back to Frigga. He stared intently at the view beyond her window; he feared that if he turned to look at his mother tears would begin to flow.

"The Doctor has defied the All Father" Frigga replied, "but no I do not think he will hurt him".

"He will punish him though won't he?" Loki said glumly, "throw him in the dungeon or exile him?"

"I believe so".

Loki sniffed "he is my only friend".

"Oh Loki" Frigga shook her head sadly, "you know that is not true".

Loki turned and faced his mother "he's not a bad man. Father is wrong about him. Everywhere the Doctor goes; he only tries to do good".

"He is known in many realms as the 'Oncoming Storm'" Frigga said softly "men who are only good and gentle do not earn such titles".

Loki heard the sound of heavy footfall and turned around to see Odin enter the room. He straightened his back and saluted his father.

Odin looked at him "you are not to see the Time Lord again, I have forbidden it".

Loki felt a lump rise in his throat "banishing the Doctor won't stop him coming back".

"That is true" Odin nodded, "which is why I am forbidding you from contacting him also, and you will refuse to see him should he try to contact you. Is that understood?"

Loki stared at the floor and said nothing.

"Loki" Odin said sternly, "I am King and I am your father. You will obey me".

Loki looked up at his father, grief and indignation flashed in his eyes "you could have at least let me say goodbye!" and with that he ran out of the room and back to his own quarters.

The TARDIS wasn't there, Loki had expected that. But he knew the Doctor would come back. The Doctor was his friend; he would come back for him.

Taking out a travel bag he began to pack clothing, weapons and various sentimental objects. Then he sat down resolutely on his bed and waited. And waited.

Hours turned into days, days turned into months, and months became years. The Doctor did not come back.

As the many years passed and Loki grew into a man he slowly unpacked the travel bag piece by piece, until one day only an empty bag remained.

The day that was to be his brother's coronation Loki took the empty bag to mountain lake where he had first met the Doctor and burned it. He threw the ashes into the lake and walked away.


	7. Steel

_Hi guys. Sorry for the lateness of this chapter. It's been crazy busy. Thanks for the reviews. Starscape593 - happy to hear that you're enjoying the story :-) I'm glad you like the Alex character development - so hard to write when I know he's actually Loki (even if he doesn't!). RandomW - yup poor Loki, I've added abandonment issues to his long list of woes._

_Here is the next chapter. I promise the next one will be up soon!_

* * *

"Would you like a jelly baby?"

"Thanks" Nell replied taking one from the packet that Alex held out to her, "you shouldn't eat so many of these you know. They'll rot your teeth".

Alex smiled showing off his perfect white teeth, "I could have worse vices you know, like your addiction to caffeine for one".

"It's only an addiction if you admit to it" Nell said solemnly as they rounded a street corner.

"So" Alex said, "have you called your gentleman friend from the café yet?"

It was over a week after the flour incident. Alex was still smarting over the revelation that Nell had a potential suitor but he didn't show it.

"Actually I decided not to" Nell replied, "I'm not sure he was my type. I just hope it doesn't mean I have to change cafés".

Alex smiled, he felt as if a heavy stone had been lifted from his chest. "You could give up coffee" he teased.

"That's a fate worse than death" Nell laughed.

Alex laughed with her.

"Did you enjoy the movie?" he asked Nell as they walked along towards the train station.

Nell shrugged "I suppose so, but family dramas aren't really my thing".

Alex chuckled and placed the half eaten packed of jelly babies back in his coat pocket "I know. I'm sorry. You like your fantasy and science fiction films."

"Well I've never had much of a family so I can't really relate to family dramas" Nell said.

"Science fiction is hardly relatable" Alex pointed out.

"Yeah" Nell replied, "But it's a nice escape from reality".

Alex nodded in agreement and looked around the dark empty street with hesitation. "We could have taken a cab home you know; it's a bit late to be catching the train isn't it?"

"Relax Alex, there's nothing to worry about" Nell reassured him, "I've done this a hundred times and nothing has ever happened."

As fate would have it, on the one hundred and first time something did happen.

* * *

A short way from the train station a dangerous looking young man in a dark jacket stepped out of the shadows and blocked their path.

He held up a switch blade in his right hand and pointed it at them "give me your phones and your money".

Alex nodded slowly and held his hands up "OK. We'll give you what you want and no one gets hurt".

"No!" Nell piped up indignantly "get lost you little shite".

Alex glared at his friend, he knew she could be stubborn but this wasn't the time "Nell for goodness sake he has a knife".

"Listen to your boyfriend you stupid bitch" the man threatened.

Alex could feel his blood run hot "don't call her that" he said in a quiet dangerous voice, "and I'm not her boyfriend".

"What's the matter with you?" the young man taunted, "look at her. I bet she'd let anyone have a go".

Alex saw red.

With a snarl he lunged at the man. Startled, the man swung the knife in retaliation but Alex dodged the blade with amazing speed. He grabbed the man's wrist and twisted it until with a sickening snap the man screamed and released the knife.

* * *

"Alex! Alex stop!"

Nell's cry slowly brought the world back into focus. Alex realised that he was holding their assailant up against a brick wall, to his horror he further realised that he now had the switch blade in his own hand and it was pressed against the man's throat. A tiny trickle of blood ran down the man's neck and he looked at Alex with a mixture of fear and pain.

Alex felt cold, sharp steel pressed against his own neck, he turned his head slightly and was dimly aware that his friend was holding a small stiletto blade to his neck "Nell?"

"Just drop the knife Alex" Nell said softly.

Numbly, Alex released his grip on the man and let the blade clatter to ground.

Nell lowered her weapon and turned to the would-be robber "didn't I tell you to get lost you little shite?"

Clutching his broken wrist, the young man took off down the street and was swallowed up by the inky blackness.

"Alex?" Nell looked at her friend with worry; he still had a dazed far off look in his eyes, "Alex what the hell was that?"

"I uh- I don't know" Alex murmured, "wait a minute... Did you have a knife held to my throat?!"

Suddenly his eyes became clear again and he looked at Nell in disbelief, "you're carrying a knife?!"

Nell looked defiant "yes, ok I keep a blade on me. For protection".

"Are you insane?" Alex shouted, "who do you need protection from? Me? Or do you just plan to get in random knife fights with thugs like the one we just met?"

"Hey, you're the one who went kung fu psycho on that guy" Nell said hotly.

"So you put a blade to my throat?" Alex said incredulously, "what were you going to do Nell?"

"I don't know" Nell yelled back, "I panicked. I thought you were going to kill him".

"I WAS!" Alex screamed. Then with sudden realisation, the colour drained from his face and his knees buckled "I-I was going to kill him".

Nell ran forward and grabbed Alex, supporting his weight "Alex!"

She looked at his face, the colour was coming back a little but he still looked like he was in shock.

"Alex" she said gently, "it's OK. It's over. Come on; let's just get to the train".

"Shouldn't we call the police?" Alex said weakly as Nell lead him towards the train station.

"No" Nell said firmly, "they might charge us instead, and the guy's taken off anyway".

In silence they reached the station and boarded the next train.

Sitting down in the window seat Alex stared at his miserable reflection. He looked closely at face. His eyes were clear and earnest. So why did he feel they could be filled with such hunger and malice? Why did he feel that his mouth, now set in a sad frown, could curve into a cruel, evil grin?

'I'm losing it' he thought to himself, 'I'm losing my damn mind'. Then he saw the reflection of Nell sitting beside him, she was looking straight ahead but Alex could see the uneasiness in her eyes. He knew then that she was afraid of him. 'Perhaps' he thought, 'she has reason to be'.

* * *

Nell ensured that Alex was safely home in his own flat before she headed back to her own place via a cab that Alex had so wisely suggested they use earlier.

With cat like tread, she made her way quietly down the hall towards her flat. It was quite late and she didn't want to cause noise. The walls were paper thin in this building. You could often hear what your neighbour was watching on television, or if they were having a domestic spat.

Nell paused in front of Dotty's apartment and gave a puzzled frown; she could have sworn that she heard a muffled cry.

Nell rapped gently on the door. "Dotty?" she called out, "is everything OK in there?"

There was the sound of footsteps and the front door opened, still on its chain. Dotty peered out "oh hello Nellie, I was just getting a midnight snack. I hope I didn't wake you".

Nell bristled; she hated being called 'Nellie'. "No I was just getting in myself" she told Dotty, as she surreptitiously tried to peer past her into the flat. In the darkness, it almost looked like there was a body slumped across the kitchen table.

"Oh, out with your young man?" Dotty grinned, "You two make a lovely couple".

"What?" Nell turned her attention back to Dotty, "oh no, we're not together. We're just friends".

"Say what you want dear, but I think that young man is little bit in love with you" Dotty tapped her nose knowingly.

Nell looked at her with a scowl and then glanced up again, was the figure on the kitchen table moving?

"Well I must go" Dotty said hastily, "we old ladies need our rest" and she slammed the door in Nell's face.

Nell looked at the door, still frowning "very odd" she murmured. She waited a few minutes more, but there was nothing but silence from the flat. Shaking her head, she went to her own door and let herself in.

Nell set down her keys on the coffee table and pinched her brow with a sigh. _I think that young man is little bit in love with you_, the words echoed in Nell's mind and she feared that Dotty was right. 'Oh God that's inconvenient' she thought to herself. If only that was the worst of it. Nell knew she could handle that, it was the rest of it that worried her.

Tonight she had seen a side of her friend that she had not witnessed before and caused her great alarm. Alex was a kind, gentle man, but there something terrible lurking behind his sweetness that had now shown itself.

Instantly Nell scolded herself for being hypocritical. She certainly was not as innocent as she had led Alex to believe. Surely the blade she kept on her person was proof enough of that?

Twisting her long blonde hair into a messy bun, Nell walked into her bedroom with the intent of getting ready for what was sure to be a restless night.

Instead she stopped and looked at her bed thoughtfully. Kneeling down, Nell pulled a large wooden box from underneath her bed.

Grimfaced, she lifted the lid looked at its contents.

A tear ran down her cheek. "You're a liar and a scoundrel" she told herself, "you always will be". She closed the box and shoved it under the bed with vehemence.


	8. Ghost

_Hi all! Here is another chapter. It's a shortish one. Mainly because I want to insert another flashback chapter in between this and the next part of Alex's story._

_thephoenixandthedragon4ever: I like the way you think :-) but no Nell Bennent is not River Song, she's an original character of mine. That said, it does not mean that she's not keeping secrets from Alex! __I did put a very teeny tiny hint to what she may be hiding in an earlier chapter, but it may have been a bit too obscure to pick up on (hopefully anyway, that was my intention)._

_RandomW: What's in the box? All shall be revealed later on, but I fear it's contents are actually a little boring. Yep poor old Alex had a big of a freak out. Unfortunately for him, that's just the beginning! cue evil laugh_

_Enjoy!_

* * *

The grey morning crept slowly over London and Alex woke with the sensation that he had slept for a long time, although he did not feel particularly well rested. Rolling over he looked at the clock on his bedside table, 10:43AM. He had slept for over ten hours.

Alex lay down again and stared at the ceiling as he did most mornings. The events of last night seemed far away and unreal in the morning light, as though they were just a dream. Then it dawned on Alex with surprise, the recurring nightmare had not haunted him last night. 'Strange', he thought, but perhaps the excitement had exhausted him so much that he had just crashed into a long, dreamless sleep.

Alex got out of bed and walked unsteadily into the kitchen of his flat. Slowly and mechanically he made himself a strong cup of tea. Then he sat down at the kitchen table with his hands wrapped around the warm mug and stared blankly ahead.

Presently Alex noticed his mobile phone on the table with its screen lighting up. He vaguely remembered putting the phone on silent before going to bed, mostly because he didn't want to talk to anyone.

Alex picked up the phone and looked at the caller I.D, it was Nell of course. He pressed the green 'answer' symbol "good morning Nell".

"Oh thank God" Alex could hear the relief in Nell's voice, "I've been trying to ring you all morning. If you hadn't answered this time I was going to come over there".

"I was asleep" Alex said, "sorry I didn't mean to worry you".

"No that's fine. Sleep is good" Nell said. There was a pause. "Are you OK?"

"No" Alex replied truthfully.

"Right, I'm coming over then".

"No don't do that. I was thinking of going for a walk to clear my head" Alex told her.

"Well I'll come and meet you then" Nell said firmly, "It's a nice day, why don't we go walking around Hyde Park?"

Alex smiled gratefully and then remembered that he was on the phone and Nell couldn't see his face, "that sounds like a good idea Nell, thank you".

* * *

Alex always enjoyed walking through Hyde Park, he liked being surrounded by natural beauty rather than the sprawling metropolis of London, and it relaxed him. In fact, Alex often wondered why he had ever moved to London.

Today however, the park did not have the calming effect that it normally had on Alex. Instead he walked along with eyes downcast and hands folded behind his back, his face troubled. Nell walked beside him in silence.

Eventually Nell spoke. "So remember I told you about that dream I had where Dotty attacked me? Well I'm not so sure it was a dream. I'm almost convinced now that she's some kind of serial killer" she babbled, "some of the tenants in my building have disappeared, all after going to her place for tea and biscuits. And I swear last night I spotted a body in her kitchen".

Alex stared at her with confusion "what are you talking about?"

"I couldn't stand the silence anymore" Nell confessed.

"So you make up some ridiculous story?"

"I was serious about Dotty" Nell replied, "but don't worry; I've notified the proper authorities".

"You're mad" Alex murmured.

"Look who talking" Nell muttered in reply. She saw the hurt expression on Alex's face "sorry I didn't mean-"

"No" said Alex softly, "you're right".

With a sigh he sat down on a park bench, cautiously Nell sat down beside him.

Alex stared the ground, "what's happening to me Nell?"

"A guy tried to rob us; you lost your temper and kicked his sorry arse" Nell said gently, "that's all".

"It wasn't me" Alex whispered.

"I know".

"No you don't understand" Alex said desperately, "it felt like I was someone else. Someone dark and angry and it- it felt right. I enjoyed it".

Nell took Alex's hand and gave it a squeeze. "Hey. Look at me Alex" she said, "everyone loses their temper sometimes, and everyone likes that rush of adrenalin. It doesn't mean you're a bad person".

"What if it does?" Alex whispered.

* * *

It was Nell's turn to stare at ground. She said nothing.

Alex nodded sadly, "you think I am then".

"No" Nell said shaking her head, "I don't think that".

She was silent for some time. "I'm a bad person" she said finally, "not you".

For the first time that day, Alex laughed "no you're not".

"I am" Nell said gravely, "I've done things that you don't know about, bad things. I've lied to you".

Alex became serious again, "Nell are you in some sort of trouble? Is that why you had the knife?"

Nell shook her head.

Alex took both her hands and looked at her earnestly, his own troubles all but forgotten "Nell, I know you and I promise I won't judge you. Tell me what's wrong".

Nell bit her lip "I can't Alex, I'm sorry".

"Then tell me what can I do" Alex said kindly, "tell me how I can help you".

Nell's eyes shone with unshed tears. "Alex" she sighed, "it isn't fair. Why do you have to be so kind to me? I don't believe anyone has been as kind to me as you"

Alex smiled; he leaned in and kissed her softly on the lips.

Instantly he knew his mistake, he felt Nell stiffen and pull away. She looked at him with shock.

Alex could feel his cheeks growing hot "sorry I- I uh really misinterpreted what was going on there. I thought that-"

"Alex" Nell began apologetically, reaching for his hand but Alex stood up and backed away.

"You know, I think I should really go" Alex could feel a lump rising in his throat, "I'm sorry Nell, I'm truly sorry".

He turned and walked away.

"Alex!" Nell called out and started after him, but she saw Alex's pace quicken and he was quickly out of sight. Nell swore and kicked the leg of the park bench.

* * *

Alex dashed quickly towards the Grand Entrance of Hyde Park; he could feel hot tears springing to his eyes. 'You fool', he thought, 'you fool!'

As he hurried through the archway he collided into a man, nearly knocking him to the ground. "Hey watch it pal!" scolded a young woman who had been walking with the man.

"Sorry" Alex said, steadying the other man on his feet, "really sorry". Then he hurried past them and out onto the street.

"Well he didn't seem too happy" the young woman observed. She looked at her friend who had gone very pale, "Eric are you OK? You look like you've seen a ghost".

Still white and shaking Dr. Eric Selvig turned to Darcy Lewis. "No. Not a ghost" he told her. "A God".


	9. Loss

_Hello all! I apologise in advance, I'm doing a totally mean thing here. I left the last chapter on a cliffhanger and the next chapter I'm giving you is a flashback! To top it off, Loki isn't even in this chapter!_

_Thanks for all the reviews. I promise I'll add the next chapter soon. Enjoy! (Well maybe not, because this flashback is a sad one sniff, sniff)_

* * *

_"Did you mourn?" - Loki_

_"We all did" - Thor_

* * *

_Asgard. Several years ago..._

It was early morning on Asgard and dawn had not yet come. Odin, King of Asgard, ruler of the Nine Realms, sat alone on his throne in the darkness.

He could not sleep, and Frigga's warm touch could not comfort him. Nothing could bring him peace today.

Today he would bury his son.

Although that was technically untrue, the Asgardians did not bury their dead. Even if they did, there was no body to place within a casket, Loki had fallen into the abyss between worlds, and he would never be found. But Odin could not describe the loss of his child any other way.

For Loki had been his child. Perhaps not by blood, but by ties that ran so much deeper. If only Loki himself had been able to see that.

Odin leaned back in his throne and closed his eyes. A memory had been repeating itself in his mind through the long dark night.

Loki had been very small. He had only just begun to walk.

Early one morning, Odin returning from battle had looked in on the nursery to check on his young son, but the little prince's cot was empty.

Before long, Frigga had walked into the nursery and found a frantic Odin ready to summon the palace guards and mount a search.

She had smiled softly and led him by the hand to their elder son, Thor's room.

The young Thor lay asleep in his bed, a tangle of golden curls spread out on the pillow. Curled up next to him was a toddler with a thick mop of raven hair. There was not a sound in the nursery but the soft rhythmic breathing of the two sleeping children.

Frigga explained that Loki had recently learnt to climb out of his cot and since then, had often been clambering into bed with his older brother.

All had been well, but Odin would never forget the paralysing dread that had come over him when he saw that empty cot. He knew then that he loved Loki as his own child, such fear of loss could only mean love.

And now he was gone.

Odin would never forget the pain on Loki's face as he had let go of Odin's staff. The look of betrayal and abandonment was etched forever in his mind. A single misinterpreted statement was all it took and Loki saw himself as forsaken and disowned.

Odin shook his head, oh how could such a clever boy be so foolish? How could he see rejection that did not exist?

Odin gave a sigh, he felt as though time should stand still, that the sun should set and never rise again. Yet there it was, creeping over the horizon. The world continued without Loki in it.

* * *

"Father", Thor's voice broke through his thoughts.

Odin raised his head and looked at Thor. He knelt in front of the throne, clad in black. Odin could see by the dark rings beneath his eyes that his son had also endured a sleepless night.

"He is here" Thor said quietly with his head bowed.

Odin nodded, "send him in".

Obediently, Thor rose to his feet and walked out of the room in a stiff stride.

If there was one consolation, one gleaning of hope to come from this, Odin thought to himself, it was that Thor had grown into a more wise and humble man. He would be a good King.

A tall skinny figure entered the throne room. Odin's eyes were immediately drawn to the bow tie, now black instead it's usual deep red.

The Doctor did not salute or bow; he merely looked at Odin and gave him a slight nod "thank you for allowing me to pay my respects".

Odin said nothing. Instead, he stood up and walked past the Doctor. Down the long hall he walked, neither slowly nor in haste, until he came to the archway.

Odin stood at the entrance to the throne room watching dawn approach. Slowly and quietly the Doctor came and stood beside him.

The two men stood in silence for some time.

"Why did you really summon me here?" the Doctor finally spoke, "I'm sure you would have been content to let me mourn Loki's death from afar".

Odin did not turn his gaze away from the dawn "I needed to know something Doctor".

"I cannot bring him back Odin" the Doctor warned quietly.

"I know".

"What then?" the Doctor asked.

Odin turned to the Doctor "many years ago, you warned me not to keep you from Loki. You said you feared what would become of him if I banished you from his company".

The Doctor nodded, "I remember".

"Was this what you warned me about?" Odin asked, "did you know it would lead to his death?"

The Doctor looked at Odin "No. I did not know".

"But this is what you feared?" Odin surmised.

"No".

Odin looked at the Doctor quizzically "tell me".

The Doctor shook his head "it doesn't matter now".

"No" Odin said sadly, turning his head back to the dawn, "I suppose it doesn't".

* * *

Funeral preparations continued throughout the day.

As the sun set, the funeral boat was loaded with some of Loki's effects and shroud draped over them.

The people of Asgard gathered quietly on the shoreline.

As the guards were about to launch the boat, the Doctor held up a hand to stop them. The guards looked uncertainly at Odin who gave them a curt nod.

The Doctor reached inside his coat pocket and took out a small key, he placed it gently in the boat and then took a step back "OK".

He looked at Odin. The King of Asgard and the Time Lord regarded each other one last time. With a slight bow of his head, the Doctor walked back into the crowd of people.

Odin gave another nod to the guards and the boat was launched.

Thor held his mother who stood resolute but wept silent tears as the boat drifted away towards the waterfall. Thor grimly held back tears of his own.

Odin gave the command, the arrow was fired and the boat set ablaze.

No sound could be heard but the wind, not even the sound of the TARDIS leaving Asgard. It made no whirs and no groans. There was no grinding of gears. For once the Doctor had taken the handbrake off.


	10. Goodbye

_Hi all! Sorry for the slightly late chapter update, had a few internet issues._

_Thanks for the reviews. I do like the character of Odin and wanted to include him a little._

_I would like to deviate from the story for a moment, (I think it's fitting to do so in a writing forum) to pay tribute to Sir Terry Pratchett who passed way last week. He was a brilliant writer and I loved each and every book he published, in particular, the Discworld series. If you have never read one of his books, I strongly enourage you to pick one up. Especially as we are all clearly sci-fi/fantasy fans here! If I had an ounce of the writing talent he had in his little finger alone, I could probably quit my job and start writing full time tomorrow. Farewell Sir Terry and rest in peace._

_Now on with the story..._

* * *

Nick Fury was sitting at his desk when he recieved the phone call. He frowned in surprise at the caller ID. It was someone he had not expected to hear from yet for quite some time. "Selvig?" he said answering in his usual curt manner, "something wrong?"

"Woah woah slow down" he said as the astrophysicist babbled urgently into the phone. His frown deepened. "Are you sure?" he said quietly, "are you sure it was him? I know you have been under considerable ah... stress".

Selvig responded with an indignant stream of Swedish expletives (well Fury assumed as much by the tone).

"All right" Fury said grimly, "I'm on it". He hung up the phone called out to his right hand agent, Maria Hill, who promptly entered the office.

"I need CCTV footage from the Hyde Park area in London in the last few hours" he told her, "and get me Kate Stewart from UNIT on the phone. I think we may have a serious problem".

* * *

Following the ill fated kiss, Alex wandered aimlessly through the streets of London for several hours, depositing his mobile phone in a rubbish bin on Baker Street. He knew that it was an overreaction and he would probably be annoyed later at having to replace the phone, but right now he didn't care.

It was nearly midnight when Alex entered his building and night had long since fallen. The caretaker wasn't in the entrance hall or on the stairs. Alex didn't notice, and if he had he probably wouldn't have cared. He probably wouldn't even realise that this was the very first time he had not seen the caretaker as he came and went from the building.

Alex reached his front door and Danny was standing outside waiting for him in his pyjamas. Alex was too distressed to notice that he was sporting a black eye.

"Not now Danny" Alex said taking out his keys, "I've got a lot going on right now".

"But you said to tell you if I got beaten up again" Danny protested, "it's getting worse. They've been hanging around outside our building waiting for me".

"Danny go and tell your mother" Alex said brusquely, "I can't solve your problems".

"But Alex-"

"Go away!" Alex snapped at the boy.

Danny gave him a wounded look. Alex instantly felt terrible.

"Danny..." Alex began apologetically but the boy turned away.

"Danny I'm sorry!" Alex cried out as Danny ran down the hall. He smacked his hand against his front door, he couldn't do anything right today.

Alex opened the front door and then shut it behind him. He leaned against the closed door and slid down until he was sitting down on the floor. He held his hand in his hands and groaned.

In the space of just over 24 hours he had attacked a man, scared the wits out of his best friend and had possibly done irreparable damage to their relationship by kissing her. Then to top it off he had just yelled at an innocent child.

Alex felt as if he were tumbling out of control down a mountain slope towards a chasm, unable to grasp anything to stop himself from tumbling over the edge into darkness.

The strange thing though, was that the oncoming darkness almost felt comforting and familiar. That frightened Alex even more.

All of a sudden there was a sharp rap at the door.

Alex was on his feet in a flash, he pulled the door open "Danny!" he cried out.

But there was no one there.

Alex looked up and down the empty hall with a frown, who could have disappeared so quickly?

He took a tentative step out into the hall and hit something with his foot. Looking down he realised that there was a small package sitting at his door.

Alex bent down and picked it up. It was a small black box with a white tag which read 'Open Me'.

Still frowning, Alex walked back into his apartment without closing the door and took the lid off the box.

* * *

"Got you, you blighter" the Doctor held up what looked like a pet carrier and scowled at the Multiform trapped inside, "impersonating an old lady AND eating people. I hope you realise I'm being generous taking you back to the Atraxi, 'Dotty'".

The Doctor landed the TARDIS at the Atraxi prison and turned the galactic criminal over to them. The Multiform was taken away and the Doctor was handed a large wad of forms to fill out, apparently taking the law into your own hands came with a lot of red tape. "Is all this necessary?" he enquired, "how do you people fill out these forms yourself? You don't even have hands!"

The Atraxi said nothing and merely gestured to the forms again with its large eye. The Doctor scowled and took out a pen "next time I'll just kill the blasted thing" he muttered to himself.

A few hours later, when every form had been properly filled out, signed and stamped, the Doctor headed back to the TARDIS. A few metres from his beloved blue box he stopped dead. A sense of dread crept over him.

The door was open. He NEVER left the door open.

"Why do I get the feeling that somebody was trying to distract me?" he said tersely as he jogged hastily inside.

He ran straight to the console and looked at the transparent box he had placed Loki's watch in. The box was empty, the watch was gone. "Oh no" he said softly, "no, no, no. It's too soon".

* * *

Alex stared at the open box in front of him. Inside the box was a card which read 'You're Welcome'. Curious, he picked up the card and realised that underneath it was a small silver pocket watch. "Who would leave me this?" he wondered.

Alex picked up the watch he turned it over in his hands. It was so plain, so ordinary.

'Looks can be deceiving' he thought. There was a menacing laugh. Alex blinked in confusion, had he just laughed or had he imagined it?

'A bit of both actually' he thought to himself. Although, it didn't sound quite like himself.

Alex's head was hurting; he felt pressure in his skull as if something were trying to push itself in. He shook his head as if he were trying to shake water out of his ears.

'Release me' he thought. Wait, had he thought that?

'Tiny insignificant insect' the voice in his head said with a sneer, 'you are not fit to wear my skin. Release me!'

Alex's hands began to tremble but he didn't put down the watch, it was as though he was entranced by it.

"I don't understand" he said out loud to himself.

'You never could' the voice in his head sneered, 'and you never will. You are just a dream. Open the watch now!'

Alex's thumb hovered over the release button on the watch. Slowly he brought down his thumb.

'Goodbye little human' the voice in his head mocked, 'it is time for you to go now'.

Alex opened the watch with a soft click.

Outside the clocks began to strike midnight.

_One, two, three, four..._

A strange light emanating from the watch enveloped Alex.

_...five, six, seven, eight... _

The pocket watch clattered to the floor. The room began to shake.

_...nine, ten, eleven..._

Something like a shockwave radiated from the light that had been Alex. Books and furniture flew across the room, smashing into the surrounding walls.

_...Twelve. _

Alexander Green was dead.

* * *

_Uh-oh folks, he's baaaack... Should have the next chapter up soon!_


	11. Loki

_Hello everyone! I have not one but two chapters for you (mainly because this one is a wee bit shorter). Thanks for the reviews! _

_RandomW - Ah yes I debated keeping Alex around a little longer but I decided to be mean and bump him off (the power of being the author! Mwah hah hah!). _

_fastreader12 - yup things are starting to get a bit hairy!_

_thephoenixandthedragon4ever - is Loki unchanged? Hmmm... I'd say something further, but as River Song says "spoilers". _

_Enjoy._

* * *

Nell Bennet looked at the time on her mobile phone, 12:42AM. She'd been standing on the steps on Alex's building now for several minutes, unable to work up the courage to go inside.

Unable to reach Alex on his phone and unable to sleep, Nell finally resolved to go and see him, hoping he was home.

"Just go in and talk to him you coward" she scolded herself, "he deserves an explanation".

Her finger hovered over the buzzer for his flat for another minute before she finally took a deep breath and pressed it firmly.

After a second the intercom crackled to life but there was silence at the other end. "Alex?" Nell said tentatively, "it's me. Can we talk?"

Almost instantly the door buzzed open and Nell sighed with relief, at least he would hear her out.

Nell climbed the stairs and walked down the silent corridor to Alex's flat. She was about to knock when she realised the door was ajar. With a frown she pushed it open; subconsciously she patted the hip pocket that she kept her stiletto blade in.

"Alex?" Nell stepped into the living room and looked around. Nothing seemed to be out of order, but something didn't feel quite right.

Nell felt something crack underneath her foot and looked down, there was a broken coffee cup handle lying on the floor – how had she not seen it? The hair on the back of Nell's neck stood up as though she could sense an unseen danger. "Alex? Are you here? Are you ok?" she walked around the room cautiously.

Suddenly, Nell caught a shadow of movement in her peripheral vision; there was someone in the room. She spun around with her body tensed, but her shoulders sagged and she let out a relived sigh when she saw it was Alex. He was leaning in the front doorway with his arms folded.

"How did you sneak up on me like that?" she said with a wan smile.

Nell studied his face. No red eyes, so he hadn't been crying. In fact he didn't look upset at all, he looked amused. But it was not a pleasant look of amusement. His eyes were cold, and he had an odd smirk on his face.

"Talk" he said, as though he were giving her a command.

"What?"

"You said you came here to talk" Alex replied, "so talk".

"Right" Nell said clasping her hands; she had practiced the speech on the way over to his place.

"Alex, you're great. You are brilliant. And I care about you a lot, I truly do. You're my dearest friend and I love you. I know it's not in the way you'd like me to love you and I'm sorry, I truly am. But please understand that your friendship means so much to me".

Alex took a few steps towards her with the odd smirk still on his face "is that it? I think you missed the line about how one day I'll meet someone that deserves me so much more than you do".

Nell instinctively took a step back "well yes of course that's true".

"Indeed" Alex said with a menacing smile, "look at you. So tiny and insignificant, so fragile and fleeting. You're no more than a mayfly. An insect that I could crush in a second if I chose to".

Nell frowned "Alex have you been drinking? You don't seem yourself".

"I'm more myself than I have been in months" Alex replied cryptically, "are you being yourself Eleanor?"

"What do you mean?" Nell asked nervously.

"I'm a bad person" Alex mimicked her mockingly; "I've done things that you don't know about. Bad things. I've lied to you".

Nell felt her cheeks grow hot.

"Tell me" Alex continued, "what have you lied about? What weighs so heavily on your conscience?"

Nell stared at the ground and said nothing.

"Perhaps your friendship was a lie?" Alex volunteered.

"No, that isn't true" Nell replied still staring at the ground.

"No?" Alex sneered, "I disagree. All your familiarity, all your sentiment, it was a fabrication. You let a man fall in love with you even though you knew you felt nothing in return, and never could".

"No I do care for you Alex! I-" Nell looked at him sadly, "I'm so sorry. I didn't want to hurt you".

Alex smiled strangely again "well if it's any consolation, he's beyond the reach of pain now".

"Who is?" Nell's hand reached for her hip pocket.

"Alex" was the reply, "unfortunately I must inform you that he is dead, and I wouldn't reach for that knife if I were you" he added.

"OK look" Nell said blinking back tears, "if you're trying to tell me our friendship it's over, fair enough. I deserve that. But don't say such silly things."

The young man gave a menacing laugh and clapped his hands sarcastically "Bravo, I'm impressed. You know I thought _I_ was a good liar, but you- you have been masterful. How long are you going to keep this up?"

Nell gave him a bewildered tearful look "Alex-".

"I am NOT Alex!" he snapped, "and what's more, you know that! You know damn well who I am!"

He took another slow, menacing step towards her. "Say it" he hissed, "say my name".

Nell was silent.

"SAY IT!"

Nell gave a little start as he screamed at her. She pinched her brow and then with a sigh she brushed her false tears away and looked at him stonily.

"Loki" she said tersely, "your name is Loki".


	12. Anchor

_Several months ago..._

Nell Bennet gave a growl of frustration and tapped her foot impatiently. Why did she go to this café to get her morning coffee? The line went on forever. By the time she ordered she would probably already be late for work, and Kate Stewart had already warned her about her tardiness ("the fate of the world can rest in UNIT's hands. We need to be vigilant and we need to be _punctual_").

Truth be told, Nell's tardiness was more to do with her grief over Alexandra Osgood's death rather than a poor choice of cafés. The two women could not have been more different, but they had been close friends.

If only she hadn't been in Prague on assignment when the Mistress put her plan into action... well honestly, she'd probably have been killed too. But, maybe there was the tiniest chance Nell could have saved the scientist. At the very least, Nell would have like to slit 'Missy's' throat in revenge.

Nell knew it was exactly this kind of thinking that had led to her being relegated to desk duties in the Scientific Research area.

She had been assessed by the resident psychologist following an incident not long after the Cyberman attack, where she had been 'overenthusiastic' in her apprehension of a terrorist psychologist had concluded that she was suffering from post traumatic stress disorder.

Kate, who had always been a friend and mentor to Nell, volunteered to take her on in the Scientific Research Division until the psychologist said she was fit for field duty again.

Post traumatic stress... Nell gave a snort. She wasn't traumatised. She was _angry_.

Suddenly someone held out a takeaway coffee cup in front of her, the aroma of freshly brewed coffee invaded her nose.

"Black, two sugars" a Scottish accent stated, "I never forget a coffee order".

Nell turned and looked at the grey hair man dressed in a black suit. "You got old".

"So did you" he retorted.

"I'm 29" Nell protested.

"Exactly. Human life is so short. Another 50-60 years and you'll be gone".

Nell took the coffee from him and raised an eyebrow "and to what do I owe this dose of morning cheer? What do you want Doctor?"

"Can't I just pop in?" the Doctor enquired.

"Pop in?" Nell said incredulously, "pop in?"

The Doctor looked at her nervously, "you're face is turning red you know, is it supposed to do that?"

"Seven years" Nell said gritting her teeth, "Seven years since you dumped me in the 21st century and took off. No visits, no phone calls, not even a bloody postcard."

"I had to" the Doctor began to explain, "the time war was too dangerous for-"

Nell held up her hand cutting him off mid sentence. "What. Do. You. Want?"

"A favour" the Doctor said, "I need you to look after a friend of mine who's staying in town".

* * *

Nell followed the Doctor quietly through the TARDIS. It looked different to how she remembered it, he must have changed the desktop theme again.

The Doctor led in to a room that looked a bit like a laboratory. In the middle of the room was a long metal table next to a chair. Nell thought it looked a bit like one of chairs used for electric executions. On top of the table lay a man hooked up to various wires, all of which seemed to lead back to the chair. His eyes were shut and his chest rose and sank softly as though he were in a deep sleep.

Nell looked quietly at the scene in front of her "oh Doctor. What have you done?"

"This is Loki" the Doctor explained, "he-".

"I know who he is" Nell interrupted, "we all had to read S.H.I.E.L.D's report. He tired to invade Earth, practically flattened New York and killed a lot of people in the process".

The Doctor nodded "yes that's all true".

"I also heard that he was dead" Nell frowned.

"Well no, he faked his death and took over the throne of Asgard impersonating King Odin" the Doctor told her, "a ruse that I exposed".

"I'll bet he was happy about that" Nell murmured sarcastically.

The Doctor shook his head and smiled "he was very cross with me". The Doctor sighed sadly "we were once friends you know".

Nell cast her eyes over Loki's face; it looked surprisingly young and innocent while he slept. "What have you done to him?"

"Many years ago, I had the need to turn myself into a human" the Doctor told her, "completely human. I had to lock away my memories, my very self in a watch just like this one" (he gestured to a silver pocket watch sitting on the arm of the chair linked up to the wires) "and replace them with a human identity. That is what I have done to Loki".

"Why?" Nell asked.

"Because I learnt some valuable lessons about myself and humanity through that experience" the Doctor looked at Loki, "I hope that he will too. He needs to know what it is to be human or he will never value humanity. And if he cannot value humanity, then he is beyond help".

"You're doing this to teach him a lesson?" Nell shook her head in disbelief, "he should be executed".

The Doctor raised a surprised eyebrow at Nell's harsh sentence.

"Doctor he is a war criminal" Nell continued, "He is a murderer. He is beyond redemption."

The Doctor gave her a critical stare "is seven years all it took to make you forget the things that you have done? Are you not beyond redemption then?"

The colour drained from Nell's face "I can never forget. But I'm not that person anymore Doctor".

"No" the Doctor said gently with a nod, "you're not the same person. Don't you think he deserves the same chance?"

Nell bit her lip, she looked at the Doctor. "OK. What do you need me to do?"

* * *

"Right, hold his hand tightly" the Doctor instructed, "I want you to think of things you've seen and done over the last ten years, simple everyday things like getting coffee, going to the pub with friends, hanging out at museums".

"I don't think people really 'hang out' at museums Doctor".

"Really? That's where I'd hang out" the Doctor shook his head, "planet of the pudding brains. Well, think of things you've done with friends. Don't think of UNIT, don't think of me or any of the travelling and don't think about anything before you arrived in the 21st century".

"OK" Nell closed her eyes, trying to focus, "what's this going to achieve?"

The Doctor began pressing buttons on a console "I'm going to infuse those memories into Loki's new identity so that he remembers you. The things you've experienced he will have experienced with you. To him it will be as though the two of you have been friends for years".

Nell opened one eye "why?"

"He needs to trust you" the Doctor replied without turning around, "you're going to be his anchor".

"Anchor?" Nell opened her other eye.

"Yes, you'll keep him grounded. I can't give him complete memories, his mind is too clever – it's resisting the change. Having something real and tangible in his life will stop him questioning the gaps too often".

"Why can't you be the anchor?" Nell enquired.

"Because" the Doctor replied, "he knows me to well. Something may creep back into his mind, and I'm not sure how he'll react. He may try to run or he may try to hurt me – he certainly won't trust me".

He looked at Nell's nervous expression "don't worry, I won't be far away. I'll be keeping an eye on him from the shadows".

"OK" Nell said, "but what if he _does_ start to question the gaps in his memory?"

"I'm trying to put a failsafe in for that" the Doctor replied banging the console with a mallet, "he should go into a sort of trance like state and then when he comes to, he should have forgotten what he was thinking about".

He turned to Nell, "I can't stop some real memories leaking through though. They'll probably come through as dreams. Just try to encourage him to dismiss them if you can. And make sure he isn't subjected to too much stress; that might cause echoes of Loki's personality to come to the surface".

"He won't remember who he is and go postal on London will he?" Nell frowned.

"No, no" the Doctor said pointing at the watch, "not without this, and it won't be in his possession. I'm keeping it safe and sound in the TARDIS".

"What is somebody recognises him?" Nell asked.

"Approximately 8.42 million people live in London" the Doctor responded, "and you humans are a lot more self absorbed than you realise. No one's going to pick him out in the crowd".

Nell nodded "and what about-"

The Doctor held up a finger, "no more questions. Just try to focus. And Nell?"

"Yes?"

"I think it goes without saying that UNIT or S.H.I.E.L.D can't know about this at all".

"I understand that Doctor" Nell said "but have you given him a new name?"

"Oh right. That".

* * *

A few hours later Nell sat at the dining table in the flat the Doctor had procured for the now human Loki. She drummed her fingers against a cup of tea.

She heard a groan from the bedroom and after a minute Alexander Green emerged bleary eyed and rubbing his head. He looked at Nell blankly for a moment and then gave her a warm smile "good morning Nell. I can't remember how I got here. I didn't get up to any mischief last night did I?"

Nell took a deep breath and smiled back warmly in return "Alex, you couldn't get up to mischief if you tried".

* * *

_I'll try to get the next chapter up soon, but with Easter approaching I might get a bit busy. If I don't post before the Easter break, have a great holiday everyone!_


	13. Attachment

_Hi all! Hope you all had a good Easter break :-) _

_Two chapters for you now, one's a flashback - last one for the story!_

_Thanks for the reviews. So now the truth about Nell has been revealed... RandomW you have a keen eye, Nell is indeed **not** from the 21st century (although she has adapted well), and even though I haven't written it, I have always imagined that her 'Doctor' is the Eighth Doctor. A little bit more will be revealed about her later, but I have been drafting more of her backstory to be featured in a possible sequel to this story._

_Now where were we?_

* * *

"Loki. You're name is Loki".

Loki looked at Nell triumphantly. With a shimmer of green, the jeans and shirt he had been wearing transformed into his favoured green tunic and black armour.

The green shimmer continued to spread outwards through the room and Nell watched as the neat, tidy apartment was revealed to be in chaos. Furniture was overturned, the television screen was shattered and smashed crockery was scattered across the floor, including the cup handle that Nell had revealed when she had accidentally stepped on it.

Evidently when Loki had awoken, he hadn't been happy.

Nell looked Loki up and down with an unimpressed gaze "that seemed unnecessary".

Loki laughed "On the contrary, now we see each other plainly".

"Really?" Nell asked coldly, "you think you've got me all figured out do you? Let me tell you now, you don't know a damn thing about me"

"I know enough" Loki responded, "you're one of the Doctor's little pets" he spat out the word 'pets' as though it were something foul tasting in his mouth.

Nell looked stonily at him and said nothing.

Loki continued, "and he chose you to be my keeper during his little 'experiment', that much is clear."

Nell simply glared at him and remained silent.

It was the name that gave you away you know" he told her, "Alexander. The masculine version of the name Alexandra. That was your dead friend's name wasn't? Alexandra Osgood?"

Loki shook his head "you should have been more careful with the false memories you put in my head", he continued "I have memories of her although I know I never met her. You really shouldn't have been so sentimental".

Loki walked in a circle around Nell and looked her up and down with a mocking gaze, "why you? Why did the Doctor chose you? What makes you so special?"

"Perhaps the Doctor knew that I would kill you if I had to" Nell finally spoke.

Loki shook his head "you and I both know that's not the way he operates. I find it amusing that you think you _could_ kill me though".

"I very nearly did last night when I saw you come to the surface" Nell said.

"You should have finished the job when you had the chance" Loki sneered.

He placed the palms of his hands together as though in prayer and as he pulled them apart the silver pocket watch appeared between them, "you should have killed me before this came into my possession".

Nell stared at the watch and the colour drained from face.

"What have you done with the Doctor?" Nell asked, not taking her eyes off the watch, "where is he?"

"I know not" Loki replied.

"You're lying" Nell said pointing at the watch, "that was in the TARDIS. It was in the Doctor's keeping".

"Not when it was given to me. I found it left at the door, it was even gift wrapped" Loki grinned.

"Are you saying the Doctor left it for you?" Nell was sceptical.

Loki laughed, "unlikely. Perhaps I have a new friend".

"Who would want to unleash you on the world again?" Nell said stonily.

"I don't know" Loki responded looking at the watch with interest for some time, "but I can't wait to find out".

He looked up at Nell again with an apologetic grin, "oh, sorry. By all means, continue to stall if you wish".

"You think I'm stalling?" Nell's hand crept towards her stiletto blade again.

"Have you not realised that I am as well?" Loki asked with a cold laugh, "I _want _the Doctor to arrive. I want him to see me end you".

"What a touching reunion that would be" Nell said sardonically.

"It is what I promised him when we parted" Loki said, folding his arms and smiling.

Nell looked at Loki with interest. "The Doctor told me you were his friend you know".

"Trust me, I'm not".

"You must have been" she pressed, "once upon a time".

"That was centuries ago, for both of us" Loki told her, "things change".

"You decided to dabble in world domination and that didn't sit well with him?" Nell asked in a casual tone.

"It didn't really, no" Loki said with a smirk, "but we parted ways long before that. Now he thinks after all this time he can return to educate me? To change me? The man is a fool".

"Oh" Nell nodded sagely, "I see".

"What?" Loki demanded, his grin fading. "What do you think you know?"

"He left you, didn't he? Left you behind."

Loki glowered at her and said nothing, but Nell knew she was right.

"That's why you're so furious with him" Nell said, "It's not about him turning you into a human at all is it?"

She didn't wait for Loki to answer before she continued. "I understand. I've been there. You think you're so important to him, that you're special because he picked you to travel through time and space with him. He shows you all the wonders of the universe, and you think that you'll be doing this forever with him. Then one day he leaves, and it's someone else's turn".

"He left you too" Loki surmised, giving her a humourless smile.

"He didn't even leave me in the right century" Nell told him, "I was born in 1698!"

In spite of himself Loki smiled softly at this remark, it was the charming smile Nell had seen Alex wear so many times and she felt a pang of sadness.

"Where is he?" Nell asked, "Alex I mean. The Doctor didn't explain to me what would happen if you became, well, 'you' again".

Loki shrugged "all his memories, both real and false, I've absorbed them. But his consciousness and his personality..." Loki made a sweeping motion with his hand, "erased".

"So you were telling the truth when you said he was dead?" Nell asked in a whisper.

"I was".

Nell did her best not to react, not to show her grief, but Loki had a keen eye and he saw her flinch ever so slightly.

"Oh dear, do you mourn him?" " he sneered.

"Yes" she said, "I meant it when I said I cared about him".

"But you weren't in love him" Loki stated.

"No" Nell replied softly, "I wasn't in love with him".

"Because you knew what he was underneath the false memories" Loki said, "you knew he wasn't real".

"No" Nell shook her head, "that wouldn't have mattered to me. You cannot choose who you love or who you do not love, and I didn't love him. That's the simple truth."

"He loved you and you broke his heart" Loki taunted her, "I felt it. It was raw and agonising, he suffered".

Nell took a step back and steadied herself against a leg of the upturned table. "I never wanted to hurt him! He was my friend!"

Loki made a tsk tsk sound "didn't the Doctor warn you not to get attached?"

"Have you met him?" Nell asked, "of course he didn't warn me. The thought would never have crossed his mind".

Nell gripped the table leg tighter, "but how can you let someone become part of your life without getting attached? The Doctor didn't think of that did he? He sees so many of us come and go from his life, how he could not understand that?"

She looked up at Loki "do you not understand either? Is it a human thing or is it a 'Doctor' thing?"

Loki shrugged, "I don't really go in for such sentiment. You should ask my brother if you want to talk about attachment".

The mention of his brother suddenly made a memory stir in Loki's mind. Earlier that day in the park, Alex had bumped into a man... it was a face he knew, and a face that knew him. Loki could remember the man going white with shock. Oh yes, Selvig had certainly recognised him. It would only be a matter of time before Thor, the Avengers and S.H.E.I.L.D were alerted to his whereabouts.

"Damn" he said out loud. He needed to hide and formulate a plan.

Nell looked at him apprehensively; she now had her hand in her pocket gripping the stiletto blade. Loki hadn't given any indication that he had noticed but she was sure he was aware.

Loki smiled again at Nell "well" he said, "this has been a lovely chat, really. I would like to continue it. But unfortunately, I may not have as much time as I thought. So I'm afraid that I will have to kill you now".

He took a step towards her. Nell took out her blade, but instead of moving towards Loki, she spun around and drove the blade into the figure of Loki standing behind her. She was well aware of his tricks.

But not aware enough. As the blade hit where the heart should be, Loki's image shimmered and vanished. Before Nell could react she felt an explosion of pain at the back of her head. She fell face forward and crashed heavily to the floor, stars dancing before her eyes.

Placing one foot on top of Nell's back to pin her down, Loki bent down and picked up the stiletto blade. It seemed only fitting that he should kill her with her own knife.

Nell's head was to one side and Loki could see the dazed expression on her face turn to horror, he raised the knife and grinned. But the grin faded when he realised she wasn't looking at him. Following the direction of her gaze, Loki turned his head and froze.

In the open doorway stood Danny Astor.

"Run lad! Run!" Nell gasped. But Danny remained still and looked at Loki, numb with shock.

Loki stared grimly at the child and said nothing.

"Loki don't" Nell whispered, "he's just a boy".

"Be silent" Loki snarled punching her hard in the head and knocking her unconscious.

He looked at Nell for a long moment, then lifted his head and gave Danny a dangerous smile.

"Your Mother was right Danny. You really should knock".


	14. Enemies

_Asgard, not too long ago..._

Deep in the dungeons of Asgard the fallen Prince Loki sat quietly in his cell reading a book. Well, he was pretending to read anyway. In truth, his mind was busy formulating plans of escape from his prison cell, of revenge against Thor and Odin, and then dismissing the plans as flawed. He did not get frustrated or discouraged; he knew he had been too hasty in the past. That was why he was imprisoned now. He needed to be careful. He needed to calculate all the risks and variables that would ultimately lead to failure. Next time, he would not make a mistake, and he would get everything he rightly deserved.

The long unheard but all too familiar sound of whirring, grinding and groaning filled the air. Loki stiffened and gripped his book tightly.

He didn't lift his head when he heard the sound of the TARDIS landing outside his cell with a thud, or look away from his book when he heard its door open. He didn't even flinch when he sensed a stern, piercing gaze settle on him.

For a long time there was silence.

With his eyes still trained on his book, Loki finally spoke. "You've taken a big risk, coming back to Asgard".

"Do you think after what you did on Earth I could stay away?"

Loki's head snapped up at the unfamiliar voice. He stood up and looked sharply at the grey haired man dressed in black, "you've regenerated again".

The Doctor nodded, "yes another new model, still getting used to it".

"New?" Loki observed his aged face, "that's not the world I'd use to describe your appearance".

"Shut up".

The briefest of smiles flickered across Loki's face.

"I did wonder if my activities on Earth would gain your attention" Loki said, "but I wasn't expecting a personal visit".

The Doctor gave him a wounded look and shook his head.

"Why Loki?" the Doctor asked, "what drove you to do such a thing? I knew you had darkness and jealousy within you, but this..."

"Perhaps you'd know why if you'd bothered to come back for me" Loki snarled.

"Is that why you invaded Earth?" the Doctor asked, "to punish me?"

"I have greater ambitions than settling a score with you" Loki replied.

"Right, right" the Doctor waved his hand dismissively, "the man who would be king". He looked around the dungeon, "seems to be working out really well for you".

"Have you come to mock me?" Loki asked approaching the golden barrier of his cell, "Or do you have another purpose?"

"I came to see you because I am worried about you" the Doctor said simply, "Your actions... that's not the Loki I know. That's not the one I call friend".

"You are not my friend" Loki sneered, "you forfeited that title when you abandoned me here".

The Doctor sighed, "If I had come back, would it have changed anything?"

"It would have changed EVERYTHING!" Loki thumped the barrier with his fist, causing a shockwave to ripple across it.

The Doctor looked at him sadly "I'm sorry. I meant to come back, I just... got distracted".

"You mean you forgot about me" Loki said coldly.

"I don't forget anyone" the Doctor said, "not ever".

"So you just couldn't be bothered? You found a new 'pet' to replace me?" Loki looked at the Time Lord with disdain.

"No, please don't put words in my mouth" the Doctor pleaded, "oh Loki, you know what I'm like; I can't even finish a jigsaw puzzle before something else gets my attention".

Loki glared at him and said nothing.

"Look" the Doctor said, "even if I had come back, there was a good chance I'd have been killed on sight. Your father was very clear-"

"He's not my father!" Loki hissed between gritted teeth.

The Doctor looked at him sympathetically "so you know then?"

A look of surprise came across Loki's face which quickly gave way to anger. "You knew?" he asked in quiet rage.

The Doctor nodded.

"Why didn't you tell me?" Loki said clenching his fists.

"Your parents should have told you, it was not my place to" the Doctor replied.

"You knew and you didn't tell me?!" Loki clenched his fists tighter. He could feel his fingernails cutting into the skin, "is that why you left? Because you despised what I was?"

"I asked you not to put words in my mouth" the Doctor said sternly.

"You knew I was a monster and you said nothing!" Loki screamed at the Doctor.

"It was your actions on Earth that made you a monster, not your species" the Doctor told him with a shake of his head, "it never mattered to me that you were from Jotunheim".

"Really?" Loki said scornfully, "how tolerant you are. So you don't see all Daleks as monsters either? Perhaps you'd be happy to have a Cyberman as a companion too, if you found him separated from his brethren?"

"Don't put yourself in the same category as them" the Doctor said quietly, "they're different. You know they are".

Loki gave a hollow laugh "are they?"

"What happened to make you like this?" the Doctor asked, "finding out about your species is not enough. Something else happened to you, something terrible".

Loki said nothing.

"I attended your funeral" the Doctor told Loki, "Odin briefly suspended my exile so that I could pay my respects. He asked me if your death was what I had warned him about when I told him long ago that you needed me. He was grief stricken, as was I".

"Am I supposed to find this moving?" Loki asked with a sneer.

"What happened when you fell into the abyss?" the Doctor asked, "what did you see?"

Loki looked at the Doctor contemptuously "I saw power. True power. And I meet those who would grant it to me".

The Doctor shook his head warningly "I think I know who you're referring to, and trust me Loki, you should stay away from people like that".

"I also saw Gallifrey" Loki told him, "you're looking for it, are you not?"

The Doctor stiffened.

"And guess what Doctor?" Loki pressed his hands up against the barrier and gave the Doctor a humourless smile, "I'm not going to tell you where it is. I will _never_ tell you where it is. _That_ is your true punishment for abandoning me".

The Doctor stared open mouthed at Loki in horror.

Loki lowered his hands and turned his back to the Time Lord. "Leave" he said, "we are done here".

The Doctor didn't move, instead he looked long and hard at Loki. "Tell me" he asked, "is there anything of my old friend left in you?"

Loki looked grimly at the wall, he did not turn around. "That's the thing about friends. Sometimes they can turn out to be your greatest enemies".

* * *

_So there's Loki and the Doctor's little 'tiff' as I call it. I should post another chapter in about a week. Keep the reviews coming :-D_


	15. Water

_Hi! I had some unexpected spare time, so I thought - why not post another chapter?_

_A bit quiet on the review front - not sure if that's the holidays or people didn't like the last couple of chapters but do not fear, there are sunny skies on the way!_

* * *

The grey dawn was creeping into Alex's flat as the TARDIS appeared in the living room with its usual flurry of whirs and groans.

The door flung open and the Doctor bolted out "Loki!"

He looked around the room which was still in disarray. It was empty and quiet.

Checking each room to no avail, the Doctor opened the front door and stepped out into the hall. "Loki!"

Looking left and right, the Doctor saw a small boy standing in the hall and stopped still. He'd seen the boy before, he lived in the building. And he was often following 'Alex' around.

"Have you seen the man who lives here?" the Doctor asked pointing to Alex's apartment.

"Alex doesn't live there anymore" Danny told him, "The bad man said that".

"Bad man?" the Doctor ventured.

"He looked just like Alex but he wasn't Alex" Danny said, "he said he was a bad man".

"Where is the bad man now?" the Doctor asked.

"I don't know" Danny sniffed, "he told me to run home to bed so I did. I was scared. He hurt Alex's friend!"

The Doctor felt both his hearts skip a beat. Nell! What had Loki done to her?

* * *

"Wakey wakey!"

Nell felt the stinging pain of a slap across the face rousing her from the depths of unconsciousness. As she woke she became aware of a thudding pain in the back of her head.

"Urgh" she murmured groggily, "ouch". Slowly she opened her eyes and blinked a few times. Dark blurry images danced in front of her eyes for a moment, eventually focusing into a grinning Loki.

"Hello" he said with false cheerfulness, "I trust you slept well".

Fuzzily, Nell became aware that she was sitting upright against something cold and hard and that she was wet from the waist down. As the fog in her brain cleared she realised that they were in a large brick tunnel, one of the old tunnels under London she assumed, a storm water tunnel judging by the water she was sitting in. Nell tried to move and realised her hands were bound behind the metal ladder she was propped up against.

Pressing her weight up against the ladder, Nell struggled to her feet. She looked defiantly at Loki.

"Not that I'm complaining" she said, "but is there any particular reason you've kept me alive?"

Loki smiled, "I discovered that you might be more useful than I initially thought".

He held up her UNIT identification badge "you must really love the Doctor if you were willing to keep me a secret from your friends".

"I owe him a lot" Nell glared, "and you went through my wallet? That is so rude".

Loki laughed "I have a proposition for you" he told her, "you tell me what I want to know and I won't kill you".

Nell snorted "yeah right".

Loki put his hand on his heart "I promise. Cross my heart".

"What makes you think I'll tell you anything?" Nell asked.

"Because you're smart" Loki told her, "and if there's one thing smart people do, it's try to avoid death".

Nell gave him an innocent look "I'm just a field agent. I don't know anything".

"Really?" Loki said pointing at the badge, "Because this indicates that you're a bit higher up than that. You have a top level security rating. How stupid do you think I am?"

"Stupid enough to kidnap a UNIT agent" Nell retorted, "they're going to come looking for you when the Doctor finally shows up. What are you planning to do anyway?"

"You are in no position to question me" Loki told her.

"Oh I think I am" Nell retorted, "because clearly you need me. You've just woken up, stranded on a foreign planet, a hostile one at that. You have no weapons and no army; you're on your own. What do you want with UNIT? Surely you're not idiot enough to attack it? You may be a little higher up on the Universal evolutionarily scale than us, but all your magic tricks will count for nothing when you come up against the Doctor and Earth's Army".

"Yes I do realise that" Loki smirked, "but I do potentially have one thing at my disposal that UNIT can grant me. The Black Archive".

"I have no idea what that is" Nell said evenly.

Loki cocked his head to one side, "oh how disappointing. I said you were a good liar, now I have to retract that comment".

Nell looked at him coolly "how do you know about the Black Archive?"

"Does it matter?" Loki asked, "the point is that I _do_ know about it".

"Then you know that the Black Archive is the most secure location on Earth" Nell said "you'll never get in".

Loki nodded with a smile, "no that's true, I won't. But you will".

With a shimmer of green Loki's body transformed into Nell's small blonde form.

He looked at Nell's shocked face. "A little disturbing isn't it?" he said in Nell's voice, "seeing yourself in the flesh".

"If you think that all you need to do, is to walk into the Tower of London dressed as me" Nell said quietly, "then what possible purpose do you have for keeping me alive?"

"I searched you while you were unconscious" Loki said, "and there's one thing you didn't have on your person. Where is your key to the archive?"

"Did you think I'd be carrying that around with me?" Nell said with a shake of her head, "A key to the most dangerous and secure location in the world? Please. I thought you were supposed to be clever".

"Where is it?" Loki demanded quietly. He knew his time was running out, this interrogation was taking too long. Soon Thor and the others would descend upon him.

As if on cue, there was a rumble of thunder loud enough to be heard down in the tunnel. Loki raised a hand to his ear.

"Do you hear that?" he asked Nell, "that is the sound of my brother arriving on Earth. Hmmm, a lot of thunder – he must be cross".

"Well you're stuffed aren't you?" Nell observed.

Loki smiled, "do you know what my brother brings with him other than thunder? Rain."

Grim realisation spread across Nell's face. She was trapped in a storm water drain, and there was a storm coming. The tunnel would flood, and she would drown.

"Last chance" Loki said, "I would like to get out of this tunnel before it floods".

Nell felt her heart thudding in her chest, she looked at Loki desperately "untie me and I'll tell you".

"Tell me first" Loki said flatly.

"OK" Nell gave a defeated sigh, "it's in my desk in the Tower. The middle drawer has a false bottom".

"How do I get to your desk?" Loki asked.

Nell told him how to get there.

Loki gave Nell a small bow "thank you so much for your assistance" and he turned to leave.

"Wait!" Nell called out, "you said you'd let me go if I told you what you wanted to know".

"No" Loki explained, "I said I wouldn't kill you. I never said I would let you go, or that I wouldn't let you die. Now I must go, I don't want to be late for work".

Nell watched as he disappeared down the tunnel, "bugger".

* * *

As Loki/Nell climbed out of the tunnel and dusted him/herself off, the mobile phone that Loki had taken from Nell's pocket began to ring.

With a smile Loki pressed the 'answer' button "hello Doctor" he replied in his own voice, "oh dear. Your little experiment hasn't quiet gone to plan, has it?"

"Loki!" the Doctor said urgently, "where is Nell?"

"She won't be anywhere soon" Loki responded, "I warned you that I would kill all your little pets as soon as I was free. She's just the first".

"I know you're angry" the Doctor said, his voice tinged with desperation, "but please, this is between you and I. Leave Nell out of it".

"You made her part of this!" Loki snarled as the rain began to fall heavily, "and my brother himself will unwittingly bring about her death. I'll have to make sure I tell him that!"

* * *

In the TARDIS the Doctor heard the phone hang up. He let out a small breath, thank goodness Loki tended to gloat. Or perhaps, he was giving him a chance?

Locking on to the phone signal the Doctor began to scan the area of London Loki had been in. '_My brother himself will unwittingly bring about her death'_, what could he have meant by that?

The Doctor snapped his fingers, 'of course!' He pressed buttons on the console and the TARDIS took off, whirring and groaning. 'I just hope I'm not too late'.

* * *

Beneath London, Nell could hear the muffled sound of thunder. Slowly she had climbed the ladder, which was difficult to do when you were facing away from it and your hands were tied behind your back.

Her head was now touching the manhole cover above her. Nell pushed up against it, but it would not budge.

She pushed hard again and lost her footing on the grimy ladder. With a cry, she slid down the ladder and landed in the water again.

Nell was about to stand up and try to climb the ladder again when she noticed something glinting in the water.

No, it couldn't be. Could it?

Leaning forward, Nell gave a gasp. It was her stiletto blade! Loki must have dropped it! Stretching her leg out as far as she could, Nell placed her heel on the blade and slowly dragged it toward her. She grabbed blindly in the water until she felt her hand close around the blade.

Nell held the blade against her bonds and began to saw through them, trying to ignore the stinging pain as she clumsily cut her own hands in the process. There was a dull roar which was getting louder and louder, and she knew the tunnel was going to fill with water at any moment.

With a final snap, the bonds broke. Nell stood up and looked to her left. She had only seconds to brace herself as a wall of storm water descended upon her.


	16. Key

_Hi all! Happy Friday!_

_Wow, it has been one of those crazy weeks, but I have finally got round to uploading. Thanks for all the reviews guys. Glad to hear you're enjoying it. So without further ado..._

* * *

Nell shut her eyes and braced for the impact of the water... but nothing happened. Lowering her hands, Nell opened her eyes and looked around. The TARDIS had materialised around her.

The Doctor looked up from the console at the young woman, "are you all right?"

"Yeah" Nell said a little breathlessly, "just peachy. Thanks".

"Anytime" the Doctor nodded, "where is Loki?"

"On his way to the Tower of London, disguised as me" Nell said grimly, "He'll be heading for my work station to get my access key. He's trying to get into the Black Archive."

The Doctor frowned "of course he is. Where else would he go? Where else _could_ he go? There's nowhere for him to run".

The Doctor pulled a lever and pressed a few buttons on the console. Nell closed her eyes and listened to the sound of the TARDIS, she hadn't realised just how much she had missed it.

"What happened Doctor?" Nell asked, "how did he get the watch?"

"That multiform living next door to you was a decoy" the Doctor said banging the TARDIS console with his mallet, "someone used it to distract me long enough to break into the TARDIS and steal the watch".

Nell frowned, "who?"

The Doctor didn't look up from the console. "I'm not sure. But I have a few ideas".

The TARDIS landed with a thud. "Come on" the Doctor gestured for Nell to follow him out the door. Nell walked dutifully after him and stepped out into... the living room of her flat.

Nell looked at the Doctor inquiringly "why are we here?"

"This is where you're staying" the Doctor said pointing a warning finger at her, "where you'll be safe".

"What!?" Nell said incredulously, "hell no! I'm not just some rogue with a cutlass anymore; I'm a trained UNIT agent! I can handle myself".

"Yes you were doing such a good job of that in the sewer" the Doctor observed.

Nell began to protest again "you can't just-"

A loud crash cut her off. Both Nell and the Doctor turned to see a blonde haired man in grey armour and a red cape come smashing through Nell's window. He flew straight at the Doctor, pinning him against the wall with a large hammer.

"Earth?!" the man yelled at the Doctor, "you kept Loki on Earth?! And in London, where Jane lives?!"

"Nice to see you too" the Doctor muttered.

"I will end you Time Lord!" Thor threatened.

Nell looked casually at the broken living room window "I hope you're paying for that mate".

For the first time Thor realised that someone else was in the room. He looked at Nell with surprise "who are you?"

"A friend of your brother's" Nell said sardonically, "Nice to meet you. I'm Nell Bennet, I'm a UNIT agent. I'd show you my ID but your brother stole it".

Thor didn't seem to pick up on the sarcasm, "a friend of Loki?" he asked disbelievingly.

"Well he did try to kill me, so I wouldn't say we're that close" Nell replied.

"Let me down Thor" the Doctor said, still pinned to the wall, "This will be a lot easier if we work together."

"Why should I cooperate with you?" Thor asked, keeping the Doctor pinned.

"Loki is free from the human form I gave him, and he is angry" the Doctor explained, "UNIT and S.H.I.E.L.D must know that he's here by now and they'll be after him. Surely Loki knows that too?" he shot Nell a questioning look and she nodded. "Right" the Doctor said, "so he'll also be desperate. We need to get to him before he does something stupid".

Thor stared at the Doctor warily for a long time. Eventually he lifted Mjolnir off the Doctor and dropped him on the floor a curt nod.

"We don't have much time" the Doctor said as he dusted himself off, "We have to get to the Tower of London before he reaches the Black Archive. I don't know what he's planning to do there, but it could be very bad".

"What must we do?" Thor asked.

"The Tower is TARDIS-proofed, I can't land there" the Doctor a little sheepishly, "I don't suppose you could give me a lift?"

Thor gave the Doctor a sideways grin, "the man who can go anywhere and everywhere, needs 'a lift'? Can you say that again?"

"I'm not going to repeat myself" the Doctor said with a glare.

Thor laughed and put his muscled arm around the Doctor "hold on".

"Hey what about me?" Nell cried.

"Stay here, and stay out of trouble!" the Doctor warned.

Thor nodded in agreement "for once I concur with the Time Lord. Farewell Nell Bennet".

Without another word, Thor swiftly flew back out the window, carrying the Doctor with him. Nell rand to the broken window and watched the Doctor and Thor disappear over the rooftops "argh! Men!"

Nell looked down at her cut hands, they needed medical attention. With a sigh she walked into the bathroom to bathe and sterilise the wounds. As she wrapped bandages around them she looked at her reflection in the mirror, wondering what Loki was doing right now.

She dreaded to think what he might want in the Black Archive. Would he activate the detonation device that would destroy the Earth? No, she didn't think so. He hadn't wanted to destroy Earth when he was last here, merely rule it. But his back was against the wall now, what would he do when he was cornered?

Suddenly it dawned on Nell, maybe Loki thought that he wasn't cornered at all? Oh but she _knew_ he was! He was trapped and there was no way out for him. Unless...

Nell bolted into her bedroom and grabbed the landline phone from its holder on the bedside table. As she punched in a phone number she ripped the large box out from underneath her bed. Snatching an object out from the box she sat up and waited for the line to connect.

"Listen to me" Nell said, "I know what's so important in the Black Archive..."

* * *

Loki walked through the Tower of London still in disguise; he smiled occasionally at people who stopped to acknowledge 'Nell'.

He was nearly at Nell's workstation when he heard someone behind him call out "Bennet!"

Loki turned and saw Kate Stewart, UNIT's Head of Scientific Research hurrying towards him.

"Ma'am" he nodded at her.

"Ma'am? Since when do you call me anything other than Kate?" she asked, "I've been trying to get you to show a bit more respect for seven years, and now you finally come out with 'ma'am'?".

"Just trying to be funny" Loki smiled, trying not to grit his teeth.

"Well it isn't funny, and we have a serious problem" Kate told 'Nell', "come with me".

Loki looked in the direction of Nell's workstation. Scowling, he turned followed Kate down a hallway in the opposite direction.

"What's the problem?" Loki asked.

"We've had reports that Loki has been spotted here in London" Kate told him, "S.H.I.E.L.D tell us that their source is reliable".

"Right" Loki nodded slowly as they stopped in front of Kate's office, "so is it confirmed?"

"Yes" Kate said opening her door, "we've lifted CCTV footage from the area around Hyde Park where he was seen and he's definitely there".

"I see" Loki said, taking a few steps backwards.

Kate walked into her office and stared at her desk. "You're on the footage too Nell" she said without turning around, "why are you with him?"

There was no reply.

"Nell?" Kate turned around. Instead of Nell she saw Loki standing behind her with a cold smile on his face.

"Oh. Hello Loki" Kate said impassively.

Loki gave her a sideways glance "I was hoping you'd bit a little more surprised than that".

"She knew you were coming" a Scottish accent spoke from behind him.

Loki turned his head and saw the Doctor come out from behind the door, along with his brother Thor. Both men looked grimfaced at Loki.

Loki looked at his three opponents and laughed "well isn't this cosy? Hello brother, how have you been? How's 'father'?"

The last question came with a gleeful sneer and Thor turned his cheek as though he had received a slap across the face.

Thor glared at his brother "you dare..." he began.

"Oh yes I do dare" Loki interrupted him with a glower, "Odin brought it on himself the moment he took me from Jotunheim. He-".

"Loki enough!" the Doctor gave him a severe look.

Loki turned his attention to the Doctor, "oh and you, my so-called friend! Is this what you envisaged when you trapped me in human form? Tell me Doctor, for I am curious, what did you think would happen? Did you think the experience would make me sympathetic to humanity? Or did you plan to keep me trapped forever?"

The Doctor looked at Loki sympathetically, "I thought I could help you, perhaps I have failed. Then again, perhaps I have not".

Loki raised an eyebrow "you can never admit fault, can you Doctor?"

"This ends here Loki" Thor spoke, "I know this incursion to Earth was not your fault. So come back to Asgard quietly and you will be returned to your prison cell. No further harm will come to you".

"Prison?" Loki snarled turning to Thor, "Where do you think I have been these past months if not in prison? My mind locked away while a dream controlled my body? I will not go from _that_ to rotting in a gaol cell!"

"I could have this room flooded with agents who will gun you down in seconds" Kate told Loki tersely, "but I've stayed my hand so far because these men have implored me to" she gestured to Thor and the Doctor.

"Take the offer extended to you" Kate continued, "You won't get a better one. And you'll never get down to the Black Archive".

Loki looked at her coldly, and then slowly a smile spread across his face "what makes you think I'm not already there?"

With a shimmer of green, Loki disappeared.

"Damn" the Doctor said, "but you've got to admit it, he is good."


	17. Time

_Hi all! Sorry for the late post, things have been chaotic. I've barely had time to sit down at my computer. _

_Hey, guess what? We're on the home stretch! Two more chapters after this one which I will refine and post up hopefully next week, plus potentially an epilogue (which I've drafted but may re-write given the release of the Avengers sequel) anyway - on with the show!_

* * *

Down in the corridor that led to the Black Archive 'Kate Stewart' walked towards the Black Archive.

As 'she' approached the door, the Security Guard stood up from his post and saluted "Ma'am".

"How's your day going?" 'Kate' asked pleasantly.

"Not so bad for a first day on the job" the guard replied cheerfully, "I need your key please".

"Oh I'm afraid I've left it at my desk" 'Kate' frowned.

"Oh dear, you'll have to go back and get it" the Security guard said, "I don't have a key to open it myself".

"Sorry I'm late Kate!" a voice called out. 'Kate' turned to see Nell, curiously dripping wet, hurrying up the corridor towards them. When she reached them, she held out a key on a chain to the security guard, "here. Use mine".

* * *

_Nell grabbed the landline phone from its holder on the bedside table. As she punched her own mobile phone number in, she ripped the large box out from underneath her bed. Snatching her access key out from the box she sat up and waited for the line to connect._

"_Listen to me" Nell said when Loki picked up, "I know what's so important in the Black Archive, but you will need my help to get it. Don't go into the office area; go straight to the Black Archive. Change your image too. You've seen a picture of Kate Stewart, change into her"._

"_Why should I trust you?" Loki responded suspiciously, "why would you help me?"_

"_Because I don't want anyone to die today" Nell said as she walked into the TARDIS, "and I don't think you do either"._

* * *

Nell looked grimly at Loki/Kate who gave a curt nod in reply.

The Security Guard cheerfully took Nell's key and unlocked the door.

Nell and Loki stepped through, Loki's disguise disappearing in a green shimmer as Nell shut the door behind them.

"You lied about where your key was" Loki said, sounding impressed.

"Yes" she nodded, "I did. Come on it's this way".

"How did you get here so quickly?" Loki asked as he followed her through the collection of Alien artefacts, recognising bits and pieces as they walked.

"The TARDIS" Nell replied, "The Doctor let me fly it once; but I wasn't exactly a good pilot. I flew it here well enough but I sort of ended up in the middle of the Thames. I'll have to arrange for some divers to retrieve it. I hope the Doctor isn't too upset".

"You don't think he'll be more upset that you're helping me?" Loki asked, "I didn't take you for a traitor".

"I told you I don't want anyone to die today" Nell said to Loki, "I think a betrayal of trust to save lives is something the Doctor would actually understand".

"Not too many of his 'pets' would actually consider betraying him" Loki observed.

"Do you want to know what I was when the Doctor met me?" Nell asked, "I was a privateer. Well, I suppose I was a pirate really, I didn't stay on the right side of the law. Enough gold was all that was needed to buy my loyalty".

"Here I was thinking all your talk of lies and misdeeds was referring to me" Loki said wryly.

"It was in part" Nell said, "but all this deceit has been making me think of the old days. I met the Doctor in 1718 shortly after I left Blackbeard's crew. He saved me from some pirate hunters and then we got caught up in an attempted invasion by some Sontarans. Afterwards he offered to take me travelling with him. We travelled for three years before the Time War erupted, and then he said it was too dangerous for me to continue. He left me here in the 21st century, intentionally I suspect, and it wasn't long before I came to UNIT's attention."

Nell looked thoughtful, "I think the Doctor believes that he left me a better person than when he found me. He thought I was a good person whose crimes came about through unfortunate circumstance and poor decisions. I'm wondering now if he was wrong. Perhaps I'll always be a rogue".

She stopped in front of a chamber "we're here".

Loki looked at the device inside which looked like a large wrist communicator "what makes you think that this is what I want?"

"Because you're smart" Nell told him with a wry smile of her own, "and if there's one thing smart people know, it's when to run away".

She opened the door of the chamber and took out the Time Vortex Manipulator, the device Captain Jack Harkness had used to travel through time and space. Nell turned it over in her hands, "there's not meant to be enough power left in this to take you anywhere".

She fished about in her pocket and pulled out a small green glowing object, "fortunately, the Doctor also taught me how to change the backup power cells in the TARDIS, and I took the liberty of borrowing one". She pressed it against the Vortex Manipulator and watched the device drain power away from the cell, "it's just a tiny power cell mind you, it'll probably only be enough for one trip".

Loki looked at the Vortex Manipulator, "are you so sure I won't use this to travel back in time and alter my history, or this world's?"

"You've travelled with the Doctor" Nell replied, "You know what the repercussions would be if you messed with the time stream. There wouldn't be anywhere left for you to rule if the Universe imploded".

She held out the now powered up Vortex Manipulator to Loki "here. The activation code is still locked, but I'm betting you're clever enough to crack it".

Slowly, Loki took the Vortex Manipulator and strapped it to his wrist. He looked at Nell thoughtfully, "you do realise this won't stop me coming back and killing you?"

"You won't kill me today" Nell said, "that's enough for now. By the way, thank you for leaving me the knife back in the tunnel".

"I thought you deserved a sporting chance" Loki replied softly.

"Hmph" Nell snorted, "it's not really 'chance' when you've told the Doctor where to find me too". She rubbed her head and winced "I will say one thing, you know how to throw a decent punch".

Loki gave her a somewhat apologetic smile.

Quietly Loki and Nell looked at each other. Then, in the silence, they could both hear the sound of a key being turned in a lock on the main door.

Loki turned his head towards the direction of the door "they're here" he said.

...

The main door flew open and soldiers poured into the Black Archive followed by Kate Stewart, Thor and the Doctor.

All the people running into the room in the room saw Loki standing beside the chamber where the Vortex Manipulator was stored, stone-faced with his hands in the air.

Only the Doctor noticed the lone soldier who quietly made his way to the exit and disappeared down the hallway.


	18. A Good Man

_Hi all. Apologies for the delay. My computer has broken down. Fortunately my files were backed up. Here are the final two chapters, with an epilogue to come in a few days._

* * *

Quickly but seemingly without haste, Loki made his way out of the tower. As he walked out into the streets of London he changed the soldier's uniform to civilian clothes. Not a soul on the street noticed save a startled old man who muttered "bloody Derren Brown again" as Loki passed him.

Loki continued down the street, his pace only quickening slightly as he heard the sound of S.H.I.E.L.D.'s flying aircraft carrier, the Helicarrier approaching. Nimbly he dodged the people stopping on the street, holding their camera phones up to the sky as it came into view. The Helicarrier continued on past him and towards the Tower.

Loki allowed himself a private smile, but he reminded himself that time was of the essence. The shape shifting illusion he had cast over Nell would not last too long, and while it may fool his idiot brother for a time, the Doctor was likely to see straight through it.

He climbed the steps of a nearby Church and entered through its doors. He scanned the interior; it was relatively empty, save a few people kneeling in prayer close to the altar. Sitting down in one of pews at the rear, Loki returned himself to his true form. There were no cameras in this building to pick up his image.

Loki looked around thoughtfully at the beautiful interior, wondering if buildings like this would have been erected in his honour, had he succeeded in his attempt to rule Earth. With a shake of his head he dismissed the thoughts; this was not the time to dwell on the past. He still needed to crack the access code for the Time Vortex Manipulator.

But before that there was still one thing he needed to do...

* * *

Danny Astor hadn't wanted to venture out of his flat today, but his Mother had run out of eggs in the middle of baking. There was a small shop at the corner of the street which was close enough for Mrs. Astor to send her son to. She gave Danny money for the eggs and sent him on his way.

As Danny walked back home clutching the carton of eggs he heard a voice that made his blood run cold. "Heeey Danny. What you doing?"

Danny stopped dead in the street and gripped the carton a little tighter. It was Martin, the boy from his school, and three other boys, all with predatory grins on their faces. They were standing on the entrance steps to his building, waiting for him.

"Aww did you bring some eggs for us?" Martin asked, "that's really thoughtful".

Danny looked down at the carton and suddenly hurled it at Martin, it hit the boy in the face and then crashed to the ground, broken shell and raw egg spilling everywhere.

Martin's friends gasped, the bully looked at Danny with white hot anger "you are dead".

Danny turned a bolted back down the street with a furious Martin and friends in hot pursuit. He ducked into an alleyway he knew would take him to the main street.

All of a sudden in front of him, an apparition appeared in a shimmer of green. Danny skidded to a halt. Panting, he looked up at the figure. It was Alex. No, wait. It was _him_.

The man in green and black looked briefly at Danny and then turned his sharp gaze to the others who had caught up with him. He smiled, showing his white teeth "hello boys".

"What do you want freak?" Martin said rudely. His friends, apparently sensing danger, scattered like mice. Danny simply stepped out of Loki's path and pressed himself against the wall.

Loki titled his head to the side and looked at Martin with interest, "what do I want? Oh, so many things, but you could not even begin to understand them child. Now I shall ask you a question, are you planning to hurt this boy?" he pointed at Danny.

"Huh?" Martin frowned at the Asgardian.

Loki smiled again "are you planning to hurt this boy? Think carefully now about how you answer that. There really is only one sensible answer".

Martin was a little nervous now, but he couldn't be a coward in front of Danny. He bent down and picked up an empty beer bottle off the ground and hurled it at Loki. It hit its mark and continued on through, smashing on the concrete path. Loki vanished in a green twinkle.

Martin blinked in confusion. He heard Danny gasp and turned around to see Loki standing behind him. Loki feigned a look of disappointment "oh dear, that wasn't the sensible answer".

A green shine spread out from Loki's form and all of a sudden there wasn't one Loki but ten standing around the two boys in a circle, all grinning dangerously.

One of the Loki's stepped forward. He glowered at Martin.

"Do you fear me boy?" Loki asked menacingly.

Martin gulped and nodded.

"Good" Loki purred, "that _is_ sensible. Now we're getting somewhere".

With his free hand, Loki gestured towards Danny "do you see this boy? He is small isn't he? Small and weak?"

Martin looked at Danny and then back to Loki "uh y-yes".

Loki nodded and lent in little closer "so was I" he hissed, "you remember that. You remember that the next time you see this boy, the next time you think of doing him harm. Because people like he and I don't stay small and weak for long, and if you should ever forget that, I will come back for you. Do you understand?"

The circle of Loki's vanished save the one that had stepped forward. "Go" he ordered.

Martin rendered silent by fear, found his feet and dashed away.

Danny however, remained still. He looked up at Loki apprehensively.

"Real magic" Loki told him tersely, "I did promise that I would show you".

With a gasp Danny rushed at Loki. The surprised Asgardian had only a moment to make his projection solid enough for the boy to wrap his arms around.

"I knew you'd come back Alex" Danny whispered burying his head in Loki's tunic.

Loki stiffened "no I'm not-" he began to say. Then he sighed and closed his eyes, "I must go".

Danny pulled back and looked up at Loki, eyes brimming with tears "No please don't go. You're my only friend".

Loki turned away from the boy's tearful face, "I'm sorry. I am a poor friend Danny, you would be better off without me". He disappeared in a shimmer of green.

Alone, Danny Astor sat down in the alleyway and wept.

* * *

In the church Loki raised his head and looked around. The faithful were still in prayer. A small tear ran down his cheek as he thought of Danny. It was with some surprise that he realised he would miss the life, no, the _lie_ he had lived the past few months. It had been simple and uncomplicated.

True, Alex had his heart broken but Loki knew far worse pain than unrequited love. Besides, Alex would have recovered. Loki could recall every tiny thought, every flicker of emotion that had been Alexander Green. And though that man had been in the deepest depths of despair when he met his end, part of him knew that he would laugh and smile again – or so he had thought. The human heart was surprisingly resilient.

Thor had once told him that the human Jane Foster was strong in ways Loki had never even known. Now he knew.

Loki frowned, was that what the Doctor had been trying to show him? Humanity's strength? Yes, he supposed he _could_ see that now, and even respect it. But would that stop him wanting to have power over them?

No, the Doctor had other reasons for his actions. Loki knew what the Doctor had been trying to achieve. _'There's a good man inside you'_ the Doctor had said, _'somewhere. And I intend to help you find him'_.

Loki shook his head. The Doctor had made another mistake.

What the Doctor hadn't realised was that Loki didn't need to find him. He knew he was there. He was _running_ from him. Loki knew his self loathing and lack of self respect stemmed from that very man. And try as he might to block him out with dark ambition and hatred for Thor and Odin, he was always there.

Perhaps one day Loki mused, if he lived long enough, the good man would catch up with him. A day would come when he would defend rather than conquer, and be content not to rule but to stand by Thor's side, call him brother and truly mean it again.

But Loki feared that it would come with a terrible price. The burden of guilt would settle heavily upon him and he would never be rid of it, and he knew the type of man he'd become then. He'd seen that man already, in many forms. Pinstripe suits, bow ties, black and grey... The Doctor could change his face, but could never diguise the tired, haunting guilt in his eyes. And though Loki had once loved the Doctor dearly, he had never wanted to be him.

Because a being good man, did not necessarily mean you were a happy one.

Loki turned his head towards the church's heavy wooden door; he could hear noise out on the street now. They were searching for him.

Conjuring the Vortex Manipulator to his hands Loki looked at it with pensive calm and set his clever mind to cracking the activation code on the vortex manipulator. It only took him three tries to get the code right.

The heavy wooden doors of the church opened gently and the Doctor walked in.

Loki stood up and turned around to face the Time Lord. The Doctor's eyes flicked down to the Vortex Manipulator and then met Loki's gaze. The two men looked silently at one another for a moment. The Doctor gave a slight nod "goodbye then. Try to stay out of trouble my friend".

Loki opened his mouth to speak but was interupted by the church doors flying open. Thor marched in, much to the alarm of the church goers.

Loki looked from his brother to the Doctor and back to his brother again. With a smile and small wave goodbye, he activated the Vortex Manipulator and disappeared.


	19. End

"Well here we are at the end of this mess" the Doctor said looking out over the water in the Thames. He addressed the golden haired God next to him "are you going to arrest me?"

He and Thor were standing in one of UNITs outdoor training yards within the Tower complex.

"On what charge?" Thor asked, also looking out over the water, "I think that would be pointless anyway. If my father could not stop you from coming to Asgard, I do not think I could stop you from leaving it".

"Wise words" the Doctor nodded, "and here I was thinking you were just a pretty face".

Thor gave a snort of laughter, and then his expression sobered "what will become of Loki?"

Loki had vanished without a trace. The UNIT and S.H.I.E.L.D soldiers continued to search for him, but Thor knew he would only see his brother again when Loki wished it.

The Doctor shook his head, "Spoilers. I can't tell you that. I'm too involved to even see that myself. But" he continued, "I know he has learnt a great many things here, even if he will never admit it to me. Time will tell what he does with that knowledge".

Thor looked at the Doctor, "and your companion? What will they do with her?"

The shape shifting spell on Nell had worn off about the time that they were clapping her wrists in chains, much to the surprise of the S.H.I.E.L.D and UNIT members. The Doctor had also seemed surprised, that nobody had spotted the ruse. ('Really? It was so obvious'). Nevertheless, the chains had remained on Nell's wrists and she was lead away.

"Nell?" the Doctor said pinching his brow, "it won't be good. Treason's a very serious charge, but I'll do my best to help her. Although, that friend of yours is really living up to his name at the moment – what is it Mr. Angry?"

"Fury" Thor corrected him, "Why do you think she helped Loki?"

"I think because she saw a part of your brother that only you and I have had the privilege to see" the Doctor replied, "and because I allowed her to".

Thor turned to the Doctor in surprise "what?"

The Doctor gave Thor a cheeky grin, "come on. You think I left her alone with the TARDIS by accident when I knew that she could fly the old girl if she needed to? Your brother would never have accepted my help to escape; it had to be her".

"You deliberately let him escape?" Thor asked incredulously.

"Do you think the outcome would have been a peaceful one if I hadn't?" the Doctor asked him, "how many lives would have been lost today?"

Thor stared at the Doctor as though he were a creature he had never seen before. "Doctor, even if I live thousands more years to an impossibly old age, I don't believe I will ever make sense of you".

The Doctor laughed, "you really aren't just a pretty face".

The sound of a truck pulling into the yard behind them caused both Time Lord and Asgardian to turn around.

Thor eyes widened when he saw the truck's cargo, he looked at the Doctor expression and then doubled over in a fit of laughter.

The Doctor stared horrified at the TARDIS which lay on its side on the back of the truck; water was trickling out of the front door, along with thin ribbons of smoke curling up to the sky.

"Oh no! What the HELL did she do to my TARDIS!?"


	20. Epilogue

**Epilogue**

"Is this some kind of trick? Why do you want to help him?"

"I have a tender spot in my heart for cripples, bastards and broken things."

Nell Bennet, curled up on her sofa, raised her glass of wine to the television "you're a man after my own heart Tyrion Lannister".

Downing her glass in one gulp, she turned her Game of Thrones DVD off and wandered, slightly tipsy into her bedroom.

She had no need to be drinking she told herself. The Doctor had convinced everyone that in her fragile mental state following Osgood's death, Loki had put a sort of mind control spell over her and the treason charges had been dropped. The Doctor had spoken so convincingly that Nell herself had almost believed him.

However, Nick Fury hadn't been convinced, neither had Kate Stewart, and so she had been fired.

Nell pulled back the curtain in her bedroom and looked out into the empty street. On the rooftop of the building directly opposite her window in the darkness, figure sat perched on the edge watching. Nell gave Sam Wilson a small wave and, to her satisfaction, he raised his left hand up in way of a reply.

Fury was having her watched around the clock, waiting for Loki to come back. Nell knew it was not for her protection, merely to alert S.H.I.E.L.D to his presence. If Loki did come back, she'd be dead before Wilson could even raise the alarm.

Nell closed the curtain again. She didn't mind Wilson, but she certainly wasn't going to let him watch her undress for bed.

Kneeling down beside her bed, Nell pulled out the big box where she had once stored her Black Archive access key and lifted the lid.

Inside were two early 18th century flintlock pistols plus ammunition, a small leather bag of gold coins, a neatly folded navy blue coat and several warrants for her arrest under charges of piracy.

Her life as a pirate, neatly packed away a wooden box.

Nell reached into her hip pocket and pulled out her favoured stiletto blade. She placed it carefully down in the box with her other effects. She felt in a way that she was trying to pack her bad qualities away in the box. She knew it was futile; they'd never truly leave her.

With a small sigh, Nell took out the long navy blue coat. It had been made for a man, but she had tailored it over the years to fit her slight, curved frame. She ran her fingers over the material, it was coarse – worn out by salt spray and bleached by sun, yet it had always seemed as comfortable as a second skin.

The sound of whirring and grinding gears coming from the living room made Nell look up. With a raised eyebrow, she shrugged the coat on, walked into the living room and then into the TARDIS.

The Doctor looked up from the console. He frowned and pointed a finger at Nell "have you been drinking?"

"Just a glass of wine" Nell replied, "or a bottle" she added with a murmur. Years of piracy and rum had made her almost as immune to the effects of alcohol as Captain America.

"So I take it you're not doing so well then?" the Doctor enquired.

"I got fired, thank you for asking".

"And what else?" the Doctor let the question hang in the air.

"I miss him" Nell said softly.

"Alex or Loki?" the Doctor asked.

"Both" Nell replied truthfully. Knowing that she missed the later surprised her somewhat.

The Doctor looked down at the console, "come on then. Let's take a trip".

"No" Nell said firmly.

The Doctor shot her a questioning look.

"I was fine till you came back" Nell told him, "then you landed in my life again, and it all went wrong".

"You're blaming me for your problems?" the Doctor asked her.

"No" Nell replied, "once upon a time you help me Doctor, you brought out the best in me. But now...now I think you bring out the worst in me. I can't be around you".

The Doctor stared at her and said nothing.

"Goodbye Doctor".

Nell turned around and placed her hand on the TARDIS door handle. She pulled. It didn't move. She tugged it again. Nothing.

"Doctor?" she asked still facing the door, "why is the door locked?"

Nell turned around to face the Doctor but he wasn't there. In his place stood Loki, grinning from ear to ear.

"Damn" Nell whispered, "I should have seen that coming".

THE END

* * *

_That's all folks! I hope you enjoyed my little story, please leave a review if you did, and keep an eye out for my sequel in a few weeks. Bye bye!_


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